


Just an Alley Cat, I Swear!

by SpectorOdyssey



Category: Babtqftim - Fandom, Bendy and the Ink Machine, bendy and boris in the inky mystery - Fandom
Genre: Bendy and Boris: Quest for the Ink Machine AU, F/M, Inky Mystery AU, Upper Bendy, black and white world
Language: English
Status: In-Progress
Published: 2020-02-17
Updated: 2020-05-28
Packaged: 2021-02-28 05:55:32
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 8
Words: 35,454
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/22779061
Author URL: https://archiveofourown.org/users/SpectorOdyssey/pseuds/SpectorOdyssey
Summary: The Angels of the Upper just want to help the cat boy living on their streets, but he's been giving them the runaround for the past half a decade. Bendy just really doesn't want to find out what they would do if they found out their resident alley cat is really a demon.An Inky Mystery AU where a slight change in circumstances leads to Bendy growing up alone on the streets of the Upper instead of on the Surface. Boris gets adopted. The CupBros grow up on the Isles. And no one is truly prepared for what the future holds.(This is an Inky Mystery and BABTQFTIM AU.)
Comments: 54
Kudos: 184





	1. Alice and the Alley Cat

**Author's Note:**

  * Inspired by [Bendy and Boris in The Inky Mystery](https://archiveofourown.org/works/10726146) by [Mercowe](https://archiveofourown.org/users/Mercowe/pseuds/Mercowe), [ThisAnimatedPhantom](https://archiveofourown.org/users/ThisAnimatedPhantom/pseuds/ThisAnimatedPhantom). 



> *A cheerfully smiling, round, blue ghost appears under a spotlight.*  
> Welcome to the first chapter of Just an Alley Cat! I'm SpectorOdyssey, but you can call me Spects or Spector. This AU came to be because I had a slip of the tongue while talking with Tap about Inky Mystery and replaced "Surface" with "Upper" while discussing where Bendy grew up. Oops?  
> I hope you all enjoy the chapter!  
> *Floats off into the void.*

The clock tower struck eleven. Alice stretched and stood from her seat. She knew history was important, but it was hard to focus on it for two whole hours after a morning of training with Isaac and with the sun warming the room nicely. She’d managed not to doze too much though. Alice collected her books and papers and slid them into her bag. Slinging it over her shoulder she walked out of the classroom only to be nearly plowed over by Jake.

“Alice! I've been trying to find you all morning,” the boy said as he slid to a stop in front of her. He was shorter than her by a couple of inches, his light windswept hair falling into his eyes.

Alice blinked and then gave him a cheeky grin. “Oh? It’s not like my schedule is any different this week than it was last week, though. In fact, I believe you were supposed to be in history with me this morning.” She reached up and poked his cheek. 

Jake wrinkled his nose and stuck out his tongue as he swatted her hand away. “History? I'm talking current events here, Al! Current events!”

“Shhh!” Alice looked around at the other angels in the hall. “I don't know what you're on about, but keep it down. We’re still in trouble for the chili dog incident from last week,” she hissed.

“Fine,” Jake huffed, blowing his hair out of his eyes. A mischievous grin spread across his face. He reached out and grabbed her hand. “I’ll just have to show you then.”

“What?” Alice blinked and found herself being pulled down the hallway after her friend.

“Jake!” she hissed as they rounded the corner. “The teachers are still patrolling the entrance hall between classes since that time last month.”

He grinned. “Who said anything about the front door?” Pulling her along behind him, Jake took a side corridor to a remote set of stairs and down to the second floor. He peered out. Class was about to start, the halls were practically empty. “Alright. The coast is clear.” He led her right up to the big window that lit up the sciences hallway, undid the latch, and swung it open.

Alice sighed. She knew where this was going. And if it weren’t for Master Jethro already being cross with her— 

Two warm hands grabbed her by the arms and spun her around. She was now facing Jake and sitting on the window ledge to regain balance. The boy’s grin became devious right as he tipped her over backward. Clutching her schoolbag close, Alice mustered all her willpower to keep from shrieking at the sudden drop from the window. Leaves rustled loudly as sticks and twigs caught at her hair and clothes, cutting into her skin. She blinked a few times to clear the spots from her vision as she heard an identical rustle to her right.

She turned her head to glare at Jake. “You didn’t have to push me. I am more than capable of jumping by myself.” Alice struggled to free herself but didn’t make any progress.

Jake rolled out of his bush and turned, holding out his hand to her. “You were hesitating. We don’t have time for that at the moment.”

Grumbling, Alice took his hand and he tugged her out of the bush. She started pulling leaves and twigs out of her hair as she trailed behind her overly excited friend. Glancing at the other angel, she noted that Jake seemed unusually serious despite being a bouncing ball of energy. There was no mention of a prank or ducking into the ice cream parlor.

After they managed to slip out of sight of the school building, Alice caved. 

“Alright. Where exactly are we going?”

“We are going berry picking. Try to keep up, Al!” Jake said with a glint in his eye before he took off running, tugging Alice along behind him.

The two of them ran through the downtown alleys, past the public library and the clocktower, and on through several blocks of a neighborhood before entering the forest around the southwestern edge of the Upper. The trees were tall, creating a broken canopy of leaves that rustled in the breeze high above their heads. The gaps in the trees allowed enough room and sunlight to support massive raspberry bushes, that Alice was sure only the nice bear who ran the bakery by the park could see over, and relentlessly sprawling tangles of strawberries.

Jake put a finger up to his lips and motioned Alice to follow as he ducked behind a fir tree. It was small compared to the monstrous oaks and pines all around them, but it was wide enough to hide both of the young angels without being tall enough to not bother with lower branches. The two of them crouched behind the tree and watched through the branches. Alice frowned and looked at Jake, her mouth opening to speak, but he shook his head and pointed to the raspberry bushes ahead of them.

One of the bushes rustled, and Alice could hear someone humming the melody of “I’m Forever Blowing Bubbles.” It wasn’t a well-practiced sound like she was used to hearing from Mary—it was hard to find someone who could sing as well as Mary did—but it was steady and cheerful. The lyrics occasionally half-muttered under the singer’s breath. A thin black tail soon poked out from between the bushes, swishing side to side with the music, followed by a small frame in an oversized shirt with the sleeves pushed up to the elbows and baggy pants with the cuffs rolled up so they wouldn’t pool around two bare feet. A fluffy black head suddenly popped out from the bushes, tilted down as the boy heaved a basket overladen with berries up into his arms. When he turned around all Alice could see were his two pointed ears poking over the mountain of berries. 

At a tap on her shoulder, she turned to Jake, who inclined his head in the direction of the other boy and jerked his chin up with a raised brow. When Alice frowned at him, Jake sighed and used both hands to mime whiskers on either side of his face. Alice looked between him and the boy with the berries a couple of times before it clicked. 

Alice jumped up and ran around their little fir to get to the new boy. “ _Halo_ , there!”

The boy jumped and dropped his basket. Alice dove and caught it before it hit the ground, but not before an avalanche of berries tumbled off the top of the pile. 

“Are you okay, Alice?” Jake asked as he came out from behind the tree to join her.

Setting the basket to the side, Alice said, “Just _smashing_.” She sat up and looked down at her dress to survey the damage. She had landed right on top of a cluster of strawberries and they were now smeared into her clothes. 

“Wow, that’s a _sticky_ situation you’ve got yourself in there, Al.” Jake grinned.

“Bush off, Jake!” She stood and flicked off a glob of strawberry before turning to the cat she had startled. “Sorry about that. I didn’t mean to scare you.”

The cat boy stared at her and then glanced at Jake, his hands fisted into the front of his shirt and his tail flicking. He looked down at his basket and the spilled raspberries. “You don’t need to fight over runaway berries.”

Jake waved off his concern. “Nah. We’re not really fighting. She’s just _jelly_ that she’s covered in _jam_ and we’re not.”

Ignoring her friend, Alice held a hand out to the cat. “I’m Alice Angel. What’s your name?”

He picked at a button on his shirt, his gaze rising just high enough to look at her hand. He glanced at the forest behind her and back again like he was contemplating something. Then, huffing his bangs out of his face, he timidly took her hand. “Bendy Al E. Cat,” he squeaked.

Alice beamed at him. “It’s nice to finally meet you, Bendy!”

He gave her a wide-eyed look, their gazes not quite meeting. “Finally?” He bent down and started to scoop berries back onto the pile in his basket.

Jake snickered. “It’s not like we haven’t been hearing rumors and stories about you for the past two years. You’re a hard cat to find. And even harder to catch if the stories are true. Been driving the Council up a wall.”

“I can’t count the number of times you’ve been brought up during family dinner.” Alice nodded and knelt next to the cat to help pick up berries.

Bendy stiffened, one hand on the handle of the basket. “Council? As in the Angel Council?” he choked out. 

Alice looked at him in concern. “Well, yeah. You are kind of the most ongoing problem within the Upper to date. Mom and Dad are getting quite frustrated with trying to figure out how to get you off the streets and into a real bed.”

Crouching opposite Alice, Jake started gathering up some berries that had rolled a little farther away. He hummed. “People living on the street isn’t something that happens here. You being the exception. Your escapes are downright inspirational!”

“Jake!” Alice groaned, but it turned into a laugh partway through. “We are supposed to be good examples!”

“Like cutting class?” Jake turned his mischievous grin on her.

“Jacob Koil! Today was your idea!” Alice gasped in mock outrage, throwing a handful of berries at the other angel. 

“Hey! That’s un- _berry_ -bly rude!” Jake picked a berry out of his hair and tossed it back at Alice.

The angels both turned at the sound of stifled snickering. Bendy had one hand pressed over his mouth, his light eyes crinkled in mirth and his tail waving in the air behind him. When he noticed them staring at him he couldn’t hold it in anymore. His laughter filled the area. It was contagious. Alice couldn’t help but join in and when she glanced at Jake he was doubled over holding his sides, his head thrown back.

She managed to get her laughter under control enough to throw another raspberry at her best friend. It bounced off his nose and startled him so that he fell backward, sitting squarely in another patch of strawberries.

“Now we’re both _berry sticky_!” she cackled, pointing at him.

He tried to look scandalized but couldn’t maintain it as another bout of laughter overtook him.

“You both are too much,” Bendy managed to gasp out, wiping tears from his eyes. The little cat composed himself and stood up. “I really should be going though.”

Alice jumped up. “Oh, let me!”

The cat startled.

A bit sheepishly, Alice continued, “A basket that full must be pretty heavy for a Surface toon.” She smiled at him.

Bendy blinked as he lifted the basket. “No, not re—” His eyes suddenly went wide and he paled a bit. “I mean, I got it.”

Alice pouted but nodded her head. “Okay. Do you mind if we at least walk back to town with you? Jake and I should probably get back to school.” She shared a grimace with Jake as he tried to brush the strawberry stains off the seat of his pants with no success.

The cat nodded, tense and still not meeting her gaze. “Alright,” he mumbled.

With a half-smile, Alice looked around for her schoolbag, finally finding it behind the fir tree where she had dropped it in her excitement. She trotted over to where Jake and Bendy were waiting for her and the three of them headed off.

When they reached the first neighborhood, Bendy waved shyly and split off. Alice smiled as she watched him go, returning his wave goodbye, and then groaned when he had slipped between some houses and out of sight, her shoulders slumping.

“What?” Jaked chuckled at her sudden change in mood. 

Giving him a mournful look, she turned her gaze to her ruined dress and gestured to herself. “Master Jethro and my mother are both gonna kill me.”

The angel boy grimaced. “I’d almost forgotten about that.”

They trudged their way back through the city to the school, dreading the punishment to come.

***

Three Years Later

The scar at the tip of his tail ached with the cold. Bendy brought it up to massage between his fingers for a moment before adjusting his oversized coat around himself. He glanced at the clocktower at the end of the street from between the branches of the bush he was hiding behind. Seven more minutes until the doors opened.

He ducked down lower when he saw a familiar pair of dark, white-speckled wings. He didn’t want to get dragged into the endless cycle of hide-and-seek with the excitable guy this early in the day. Bendy breathed a sigh of relief when the angel crossed the street and rounded a corner. If the guy was busy, that gave him some time to find a nice warm place to hide for the morning and hunker down.

The clocktower chimed eight o’clock. Bendy jumped out from behind the bush, glad that it had managed to hide him even without its leaves, and rushed up the stone steps next to him. He bounced eagerly on the balls of his feet. It had the nice benefit of also warming him up slightly while he waited. After a near excruciating moment of anticipation, a thin, balding angel man with wire-rimmed glasses unlocked and opened the door from the inside. He gave Bendy a small smile and held the door for him to enter the building.

Bendy beamed up at the angel as he hurried into the warm embrace of the library. With a glance around the room, he made up his mind and grabbed a geography book of the Surface off one shelf and the next one of Felix The Cat’s adventure books off another across the aisle. Books in hand, he entrenched himself under a table in the mystery section, far from the front door. He arranged his coat, jacket, and a few pillows he swiped from various reading nooks and built himself a make-shift nest to read in.

He sat cross-legged, leaning over the geography book, his head propped in his hands and his elbows resting in front of his knees on the pillow he was sitting on. His light eyes focused on the landscape around the mountain Alice and Jake had told him was the current entrance to the Upper. Bendy’s lips pursed as he thought about a book on Alaska he’d read the previous week. It was supposed to be even snowier down there than it was in the Upper at the moment. He glanced at the worn boots he’d left just outside of the nest. They wouldn’t be enough in that much snow. 

He sighed. Bendy was running out of sand in the glass and he knew it. He just didn’t know how much sand he had left, or if something would break the glass and drain his sand prematurely. Scrubbing a hand over his face, he turned the page to a map of the North American continent. There was so much world out there and he was just looking at a small part of it printed on the pages spread before him. And the Angels said that Demons shouldn’t even be there without mountains of paperwork being signed and approved. He really didn’t want to find out how they would react if they found a lone demon in the Upper of all places.

A stiff terror momentarily seized Bendy, and he had to read random book titles off of the shelf in front of him to calm himself down. After a few minutes of just breathing with his eyes closed, he looked around. No one was in this part of the library at the moment. He sighed in relief and decided that he was done with geography for the day. Closing the thin, yet large, book and setting it aside, he picked up the Felix book.

 _Mozenrath’s Gauntlet_ was the most recent book Felix had written, and Bendy was over the moon that it had been just sitting on the shelf today. It hadn’t been the last few times he’d looked for it. Flipping onto his back, Bendy got resettled and then opened the new book. The little demon lost himself between the pages for hours, only shifting to be more out of sight when other library patrons came by. He could almost see the black sand and felt Felix’s horror upon seeing the gauntlet used even briefly. The sand reminded him a little of his own shadows. 

Before he knew it, it was starting to get dark outside the window. Footsteps approached Bendy’s reading den and stopped. He stiffened and slowly looked up to see Jake peering under the table at him.

“Hey, Bendy Cat,” the angel said with a grin. 

The demon frowned. “Are you cutting class again?”

Jake clutched at his heart and staggered back. “You wound me, Bends!”

Bendy crawled out from under the table just as a librarian poked her head around the end of the bookcase to shush the angel boy. Jake smiled sheepishly at the other angel before turning back to him.

“School is actually done for the day. I came to get you so you don’t miss the start of the festival.”

“Festival!” Bendy whispered frantically.

The angel groaned. “Don’t tell me you forgot? You’ve been looking forward to this since Christmas!”

Scrambling to pull on his jacket and coat, Bendy chucked the pillows from his nest at Jake. “Help me clean up, please!”

Jake chuckled and went to place the pillows back in their various nooks. Bendy set the geography book and the Felix book on the table before yanking his boots back on. By the time the angel had returned, Bendy was reluctantly placing both books on the reshelving cart.

“You know, I could check it out for you if you—”

Cutting Jake off with a shake of his head, Bendy said, “Let’s just go before it starts without us.” He marched off to the front door, Jake trailing behind him, only pausing to wave goodbye to the librarians behind the circulation desk.

The sun was sitting just below the rooftops and candles were being lit in windows as the two boys made their way down to the street. Most of the people they passed were heading toward the park already. Bendy’s tail flicked in the air behind his head as his eyes roamed the faces of the toons around them. There was the bear who ran the bakery pushing a cart of pastries. The angel woman who owned the tea shop. The grumpy angel he sometimes saw with the excitable guy. 

Bendy froze, grabbing onto Jake’s coat sleeve and dragging him behind a tree. He peered around warily.

“What’s wrong?” Jake asked, pulling a scarf from his pocket and wrapping it around his neck.

The demon didn’t answer, scanning the crowd around the grumpy angel.

“Lil’ buddy?”

Flinching, Bendy turned in the direction of the familiar voice. Cazziel looked at him quizzically for a moment before a beaming smile stretched across his face. He looked between the two boys and said, “You fellas heading to the festival?”

“Yeah.” Jake frowned at the older angel.

Cazziel nodded. He adjusted his grip on a bucket of food and then reached into an inner coat pocket, pulled something out, and plopped it on Bendy’s head. The demon reached up and held it where he could examine the object. It was a soft, light-colored, knit hat with holes for his ‘ears’ to poke through and a little pompom on top. He blinked up at the angel, his eyes flitting up to Cazziel’s face briefly before settling on one of the snowflakes on his sweater.

“Thank you,” Bendy said softly, pulling the hat on. It was warm and, though the ear holes were in the right place, long. The pompom bounced against the back of his head when he moved.

The angel’s smile widened, his dark wings ruffling. Bendy was prepared to dart off when Cazziel reached into the food bucket and handed chicken legs to him and Jake.

“Stay warm and enjoy the festival, you two,” Cazziel said and, with some reluctance, walked off. He waved cheerily at his grumpy friend, who rolled his eyes in response and turned to walk away. Cazziel pouted, his wings slumping as he trailed after the other angel offering the bucket of chicken legs.

“Well. That just happened,” Jake said, looking at his chicken leg in bewilderment.

Bendy laughed and Jake grinned back at him.

“Come on, let’s go find Alice,” the angel urged as he stepped out from behind the tree.

Humming in agreement, Bendy took a bite of chicken and followed him. The two of them walked in silence, enjoying their food, as they took in the food carts and stalls set up along the sidewalks in the park, each one lit with white candles. They soon arrived at the main attraction of the festival. Two large stacks of wood sat on either end of a clear area in the middle of the park. A stage had been set up along one side of the space for a band. 

Jake whistled in appreciation. “The festival committee has really outdone themselves this year.”

“Wait until you see everything all lit up!”

Bendy turned and couldn’t help the shy smile that crossed his face. “Alice!”

“Hi, Bendy! Halo, Jake! It’s a de- _light_ to see both of you.” She grinned, her halo bobbing as she bounced up to them. 

Alice wore a white knit hat and gloves, a long white coat that went down to her knees, and dark boots with white fur trim. She looked like a walking snow angel. Bendy could feel heat rise to his cheeks. Of course, she did! She _was_ an angel!

“ _Ice_ to see you too, Alice,” Jake said and bumped shoulders with her.

A drum beating a steady rhythm drew their attention. A hush fell over all the toons assembled around the cleared area. Three angels stood in front of the stage, the one in the middle holding aloft a torch with a large flame. The angels on either side of him raised two fresh, smaller torches and lit them using the first torch. The first torch went out. They then turned and gracefully marched to the two piles of wood opposite each other and ignited them, creating giant bonfires. 

The band took to the stage and began to play a tune that started slow but picked up in pace as the song progressed. Toons started to pair off and dancing couples soon filled the once open space. Alice turned to Bendy, her dark eyes sparkling with excitement and firelight. 

“Will you dance with me, Bendy?”

**Notes for the Chapter:**

> *Peers out of the void before floating back under the spotlight.*  
> Alright! Thank you for sticking around long enough to reach the endnotes! I can't guarantee an update schedule at this point in time, but I am going to aim for about every two weeks or so.  
> For those who would like to hear the song Bendy was humming to himself, here's a link:  
> https://www.youtube.com/watch?v=s8epPksKZ7U  
> Feel free to reach out to me in the comments and have a wonderful existence!  
> Bye!  
> *Waves a ghostly hand until the room goes dark.*


	2. Swing It!

**Summary for the Chapter:**

> Bendy and friends are in for a swinging good time and Cazziel gets his first turn in the spotlight.  
> Looks like things aren't as heavenly in the Upper as the Angels would like us to believe.

**Notes for the Chapter:**

> *The spotlight turns on to reveal a round blue ghost.*  
> Hey, everybody! Welcome to another chapter of Just an Alley Cat!  
> Sorry that this is going up so late in the day. I have been fighting a fever on and off all week and spend Saturday at a big car show with my boo. But I made while it's still Monday here! Whoohoo!  
> I don't think I could have pushed through to make it today at all without Tap's help being my sounding board. So, a big thanks to Tap and Mercowe for all their help and support! And to my boo for being understanding when I end up writing late into the evening.  
> I hope you all enjoy the chapter!  
> *The stage goes dark.*

The little cat looked at her with wide light eyes as she held her gloved hand out to him. His gaze never quite making it up to hers. Though that was nothing unusual. His face looked a little darker than usual, though that could have just been the cold. After a moment, he took her hand with a small smile.

“Okay.”

Alice beamed at him.

“Odd man out again, huh?” Jake complained with a pout, though his eyes were smiling.

“Speed isn’t going to win over finesse on this front, Jake.” Alice stuck her tongue out at the other angel and flipped the end of his scarf into his face before pulling Bendy out into the crowded dance area. 

She walked until a tug on her hand pulled her back around and she found herself in Bendy’s arms as he led her smoothly into a step, perfectly in time with the music. Alice smirked and placed her free hand on his shoulder. He gracefully led her around in the dance, twirling her out at a particularly energetic downbeat in the music. They kept their motions tame for the first song. But when a more swinging number started after, they kicked things up a notch.

Bendy lifted and spun Alice around himself, the surrounding toons moving out of their way. She couldn’t help but notice the smug grin on the cat’s face at the awed looks they were getting. He was nearly half a foot shorter than her and lifted her with ease. 

Alice giggled.

“What?” Bendy asked.

“Just thinking about how much you’ve improved over the years. You used to be scared you’d drop me.” 

The little cat scoffed. “Like I’d ever let you fall.”

He tossed her in the air again. She spun, spreading her arms for a fraction of a second, and imagined that this would be what it was like to fly once she had her wings. Bendy caught her, set her down, and took both of her hands. They pulled and swung toward and around one another, an eight-limbed hurricane. He bent over and she rolled across his back as he led her behind him. Nothing they did was traditional for the song being played. But they didn’t care.

Both of them were panting and slightly out of breath by the time the song ended. Bendy went to release her hand and Alice gave his a last quick squeeze before letting go. He blinked in surprise, staring down at their feet. His tail froze mid-swish for a moment before picking up speed. He pulled the collar of his coat up so most of his face was hidden. He’d gone all shy on her again. Oh well. She’d just have to get him back out to dance later. The angel smiled wryly and led the way back to where they’d left Jake. 

Dancing was the one time Alice could see Bendy truly confident. She knew he’d studied like crazy so that he wouldn’t step all over both of their feet anymore. Not that he’d admit to how much that had really bothered him or how many hours he’d practiced on his own. But she knew. Or could at least imagine.

Bendy was an excellent student. And dance was his best subject.

The cat stopped and looked around once they reached the edge of the dance space, loosening his grip on his coat collar. “Where’d Jake go?”

Alice frowned. She turned around as she glanced over the sea of faces around them. This was definitely the spot they’d left their friend, but she could see no sign of the other young angel. 

“Let’s move over there.” She pointed to a nearby tree hung with a couple dozen glass lanterns, one of the many that were replacing the regular street lamps throughout the park for the festival. 

She grabbed onto the sleeve of the cat’s coat so they wouldn’t be separated and Bendy allowed himself to be tugged along. They squeezed through a group of Surface toons that were enjoying some of the more adult beverages offered at the food stalls. Then they ducked under the snowy owl wings of a young angel woman trying to rein in three little ones single-handedly. When they finally managed to get under the soft glow of the lantern-lit tree, Alice turned to search the crowds for Jake.

That was her intention, at least. She got distracted by the way the lantern light gleamed off of Bendy’s light eyes. He was adorable in his new, overly-long stocking cap. His ears had to be freezing in the cold winter night air though. Alice wasn’t all that bothered by the cold. Angels were used to cooler temperatures simply because the Upper was so much higher in elevation than Surface cities. She was naturally resistant. But Bendy wasn’t.

“Jake!” 

The cat’s enthusiastic shout brought Alice back to herself. The hand not clutching Bendy’s sleeve was halfway to touching the boy’s exposed ears. She retracted it as she turned and made eye contact with the other angel. Jake gave her an odd look, but it was swiftly overtaken by a huge grin as he held up a tray of steaming cups and a cardboard box.

“I thought the two of you would be hungry after all that swinging around.” The angel boy offered the box to Bendy. The cat took it cautiously and popped open the tabs holding it shut. The melty, warm aroma of cinnamon balls reached Alice’s nose. She watched as Bendy’s eyes closed and his face slightly scrunched up as he took a big whiff. His eyes suddenly shot open as his free hand darted into the box, pulled out a cinnamon ball, and popped it into his mouth. 

Alice blinked at Bendy’s sudden motion but caught Jake trying to hold back a smirk out of the corner of her eye. 

“You know me too well,” Bendy hummed appreciatively.

Puzzled, Alice reached over and snagged one of the pastries for herself. As she bit into it she understood what he was talking about. Jake was playing hardball. She rolled her eyes. “You cheater! You’re trying to bribe him with more bacon!”

Jake gasped, “Me? Never! I’m no _swine_.” He snagged a bacon-stuffed cinnamon ball for himself and popped it into his mouth to hide the smirk he could no longer hold back. 

“You’re _hogging_ all of Bendy’s attention again!” Alice pouted.

The cat perked up at that. He looked at the two of them with wide eyes. “I’m _bacon_ you, please don’t fight over me. I can’t handle seeing the _fat_ fly between you.”

Both angels deflated.

“Stars, Bends! You _fried_ us good!” Jake groaned.

Alice nodded. “Guess we have no choice but to _sizzle_ down.”

They shared a look, Bendy just slightly avoiding eye contact, and burst into giggles. When he had managed to calm down, Bendy popped another bacon-cinnamon ball into his mouth. Alice wiped tears from her eyes before grabbing another for herself as well.

Jake straightened suddenly. “I almost forgot! Here.” He held the drink tray out to the two of them. “Take some cocoa before it goes cold.”

Alice reached out to take a still steaming cup from the tray, enjoying the warmth that spread through her gloved fingers. She took a sip of chocolatey goodness. She glanced back at Jake. He looked amused as he watched Bendy. 

The cat puffed out his cheeks and pouted as he looked between the hand he held the pastry box in, the other that held his third pastry, and the cups of cocoa. He wasn’t going to relinquish his hold on that box until it was empty, but the warm drink was clearly tempting. His pale face was tinged a few shades darker with cold.

Jake snagged another pastry and washed it down with cocoa as he enjoyed Bendy’s predicament. Why would he . . . He’d planned this! Alice held back a gasp. Of all the devious things. 

She frowned at the other angel before a smile worked its way across her face. Alice moved closer to Bendy and peered into the box. There were only five left. She shoved one in her mouth before snagging two more and turning to Jake. She beamed at him as she carefully set one of the pastries in his free hand. He blinked at her in surprise before his eyes went wide and he started to shake his head.

“Al, no! Don’t y—”

She cut him off by stuffing the other pastry in his mouth. Swallowing her own mouthful of pastry she turned back to an astonished Bendy. She grabbed the remaining two pastries and set one in the hand Bendy already had a half-eaten bacon-cinnamon ball in.

“There.” She smiled. “Now you can set down that box and enjoy some cocoa.”

Bendy blinked at her and then burst out laughing. He set the box at their feet and took the untouched cup from Jake’s tray, taking a sip of cocoa before finishing off his half-eaten pastry.

Jake’s outraged muttering was muffled by his mouthful of food. Alice forced a frown and tutted, “Don’t you know it’s rude to talk with your mouth full, Jake? What would your mother say?” She couldn’t maintain the frown for very long, a lopsided mischievous grin tugging at the corner of her mouth.

The angel boy gave her a deadpan stare and, with his mouth still half-full, stuffed the remaining bacon-cinnamon ball he held into his mouth without breaking eye contact. Bendy spit out a mouthful of cocoa as another bout of laughter suddenly took him. Alice couldn’t help but join in. Jake’s face was twitching with the effort to maintain his fixed, unblinking, neutral stare as he obnoxiously chewed his food.

Bendy’s tail swished upright, occasionally flicking the pompom on his hat, and he tried not to spill his drink while doubling over with laughter. It was nice to see the little cat enjoying himself.

***

The Beginning of Spring festival had been in full swing for hours. Cazziel had seen the little cat out in the dance area on and off all evening. The kid had a smile on his face every time he caught a glimpse of him. He swore he saw him _smirking_ at one point. _Smirking_! The angel couldn’t believe his eyes and Willen wasn’t cooperating with his attempts at getting someone to prove he wasn’t seeing things.

“C’mon, Wil! Please!” He knew he was whining a bit, but he really didn’t care.

Willen scoffed. “You can’t trick me, Cazziel. I’m not dancing with you.”

Cazziel’s shoulder’s slumped. The cold seeped into the tips of his wings from where they brushed the snow-packed ground. He glanced over his shoulder to look at the dancing figures again. 

“The kid is really good. He and the council head’s daughter are really tearing it up out there,” Cazziel sighed. 

He grinned when he saw the other angel’s wing twitch. He pointedly turned to face the dancers. He could see Bendy and Alice through a break in the circle that had once again formed around them. The two of them twirled and flipped with total confidence. It was something Cazziel never got to see from the cat when they met on the street.

The pompom at the end of Bendy’s hat swung about wildly as he danced. Cazziel felt a warmth in his chest as he watched. The cat had finally accepted something from him, even if it was just a hat. And he’d thanked him again. Without claws coming into play this time! Though the last time had been Cazziel’s fault for getting overly excited. 

“Hm. The kid looks a bit cold. You sure you don’t wanna run over there and put another coat and a couple a’ scarves on him?” Willen said with disinterest. 

Cazziel turned. Willen had stepped closer to observe the dancing cat and angel. His arms were crossed over his chest, the ends of his scarf neatly tucked down the front of his dark coat. Cazziel chuckled sadly, reached out, and pulled the other angel’s stocking cap down over his eyes. 

“Not tonight. He’s having a good time. I can’t ruin that by being in his bubble, even if I do want to see him bundled up warmer.”

Willen swatted Cazziel’s hand away and readjusted his hat so he could see. He scowled at the other angel and huffed his light bangs out of his face with a cloud of steamy air. “Don’t go blocking my vision after telling me to look at something,” he said testily. 

He turned back to watch the dancers. At least Cazziel thought he had, he’d gotten wrapped up in watching them himself.

“We’ve got a couple of sticks in the mud,” Willen muttered.

“What?” Cazziel turned to his friend to see what he was talking about.

Willen was staring at a part of the crowd near the edge of the dance area. Following his gaze, Cazziel saw two older angels making a determined path toward the circle around Alice and Bendy.

“Looks like I’m going to have to ask you to dance instead, Cazz,” Willen sighed. “Those two aren’t going to let well enough alone.”

Cazziel grinned and bowed dramatically, the feathers on his wings ruffling, and offered a hand for Willen to take. “It would be my absolute pleasure to dance with you, sweets.”

The other angel glared at him. “I should club you over the head for that,” he said but took hold of the offered hand anyway and pulled Cazziel out into the dance area.

It was time to put on a show. The two of them swung in wild circles, keeping eyes on both the older angels and the dancing kids. Cazziel put on a gigantic grin. Willen slipped between panic and scowling, the feathers on his wings puffed up in agitation, though Cazziel caught the calculating look in his eyes as they swept the crowd around them. Other dancing pairs scattered out of their way. The scandalized murmurs and amused laughter of onlookers followed in their wake as they cut a path across the field. They came to an abrupt stop in front of the approaching angels, cornering them near one of the large bonfires. 

“And that is the new dance step I learned while I was on the Surface for my Act of Charity!” Cazziel announced grandly, maintaining his beaming smile. He held his head high and opened his wings slightly, preventing the angels from slipping behind him.

“You call that a dance?” Willen demanded. “Ya know what? Nevermind. I need a drink after that nonsense.” He groaned and glanced around like he was trying to reorientate himself before his gaze stopped on the two older angels as they tried to go around him. “You look like a couple of fellas that know a good drink when you see it. Would you be able to show me a good stall to find one?”

The shorter of the older angels appeared flabbergasted, while the taller one scowled at the two of them.

“Oh, you’re going out for drinks now? Can I come?” Cazziel asked enthusiastically.

“We don’t have time for your horsin’ around, boy,” the tall angel growled.

The shorter angel sighed. “They’re just enjoying the festival. No need to grouch at them, Thomas.”

“Shut it, Robert. I’m not grouchin’ at anyone.” Thomas glowered at the shorter angel.

Willen hummed thoughtfully. “Seems like you could use a drink yourself, Mr. Thomas.”

Robert nodded. “I’m afraid I have to agree with that, but it will have to wait. We’re busy at the moment. You lads go on and have fun.”

Cazziel lunged forward and tightly linked his arms with the older angels’. “Aw, come on. How can ya be busy during a festival? Have a drink with us. Maybe grab a bite to eat. I’m sure a couple of experienced fellas like yourselves have loads of great stories to share!”

“Hey now!”

“What do you think you’re—”

“Cazz!” Willen groaned, following as Cazziel dragged the older angels along with him toward the food stalls. Cazziel caught the briefest smirk on his friend’s face when he glanced over his shoulder. And behind Willen, he glimpsed the twirling figures of the young angel girl and alley cat.

Cazziel took a deep breath. Keeping these codgers busy was going to be a pain. But those smiles. That unbridled laughter. It would be worth it.

“Right! Let’s grab some grub, shall we?” he asked cheerily, ignoring Robert and Thomas’s protests as he towed them along. Willen made a show of siding with the old men and trying to pry Cazziel away from them, but he didn’t mean it. Well, most of it.

They grabbed a few drinks and ate some spicy chicken wings. Willen managed to get Robert talking about the things the older angels had experienced on the Surface. Thomas grunted or scoffed from time to time, mostly keeping his thoughts to himself. Then the conversation turned toward Surface toons residing in the Upper.

“It’s great seeing the hard work Surface toons put into building a life for themselves up here,” Cazziel said.

“Oh, sure,” Thomas barked dryly. 

“Thomas,” Robert said warningly.

“What? It’s a right shame that some of those Surface dwellers get to believin’ they’re up to par with Angels. Try to befriend us. Next, they’ll be tryin’ to lead away the younger generation, like that damn cat!” the older angel snapped, swirling the whiskey in his glass.

Cazziel’s smile slipped. 

“Sometimes I hate being right,” Willen sighed, throwing back the rest of his drink.

“You got somethin’ to say, boy?” Thomas growled. The flickering light from the lantern in the middle of their folding table cast harsh shadows on his weatherbeaten face.

Willen raised a brow at him. “Not much. You should just be careful who you’re talking trash about. Ya never know who might be listening.”

A bark of laughter erupted from the older angel before he glared at Willen. “That alley cat’s intentions are clear as day. What kinda Surface scum thinks they can get by on others’ kindness without givin’ back? He’s a bad sort to have around a future Council member.”

Cazziel slammed his empty glass onto the table. “You have some nerve, old man,” he said frigidly. He could feel the heat rising to his face and a tightening in his chest.

“What’s ruffled your feathers?” Thomas rolled his eyes.

“I’m only gonna say this once, you rust ring, so listen carefully,” the younger angel spat. He stood up, towering over the others. “If I ever catch you going near that cat again, I’m going to report your sorry, starfallen feathers to the Judges for discrimination and slander against Surface toons. Specifically a kid. A kid! What kinda nefarious deeds are you expecting from a little cat that can’t even provide for himself, huh?” 

“He’s going to corrupt the head of the council’s daughter! A future Council member!” Thomas shouted back.

“He’s a kid having fun with his friends! You can’t get much more innocent than that,” Cazziel said, his dark wings spreading slightly behind him to make him look bigger. 

He turned at a hand on his shoulder. Willen had left his seat at some point. His friend gave him a look and an almost imperceptible shake of his head. Cazziel shot one last glare at the older angels.

“Stay away from those kids, you schmuck,” he hissed before marching off into the chilly night, heading back toward the dancing. After a couple of minutes of walking, he heard Willen puffing as he ran to catch up to him.

“What took you so long?” Cazziel grumbled.

Willen laughed, catching the other angel off guard. “I just gave them a little reminder that the Upper has more ears than they realize.”

Cazziel wasn’t sure what Willen meant by that, but he didn’t think he wanted to know. He’d already said some nasty things himself, not that he’d take any of it back. He’d meant every word he’d said to that old codger. He shook his head. 

“Let’s just enjoy the dancing,” he said with a wry smile.

“Right. It’s the dancing we’re going to be watching,” Willen snorted.

They stopped under a lantern-lit tree. Cazziel’s eyes roamed the crowds. He spotted Bendy laughing with his friends and eating popcorn. He smiled. 

**Notes for the Chapter:**

> *Blinks up at the sudden spotlight.*  
> Thanks for sticking around! There was so much cuteness in this chapter that it nearly fried my fevered brain!  
> Look forward to more of our spazz/grump duo, they're going to be fun. By the way, Cazz and Wil are quite the unexpected bodyguards, aren't they? :3  
> Feel free to reach out to me in the comments and have a wonderful existence!  
> Bye!  
> *Waves a ghostly hand until the room goes dark.*


	3. Ice and Shadow

**Summary for the Chapter:**

> Bendy has some overdue alone time, Cazziel had a long day at work, Bendy has a bit of an accident, and Alice is briefly on the warpath.

**Notes for the Chapter:**

> *A spotlight turns on to reveal an empty stage. There is a moment of awkward silence before a frazzled blue ghost phases through the heavy velvet curtains.*  
> Hello! Welcome to another chapter of Just an Alley Cat!  
> I really don't intend to keep posting later and later. Starting next chapter I am getting back on my every other Monday schedule. The world really is getting crazier. I had to get a new laptop because my old one was lagging on me like crazy. Coronavirus is shutting everything down. And grocery shopping is becoming more and more difficult. Everyone stay safe out there, try not to panic, and I hope you enjoy the chapter!  
> *The stage goes dark.*

The sun was starting to set. Bendy tugged his stocking cap more firmly onto his head as he made his way through the streets of the Angel city. He hummed to himself, adjusting his grip on a bag of rolls as his eyes scanned the crowds of toons heading home or to a night out with friends. Jake and Alice were held up after school all week with extra work. Punishment for filling the cafeteria with fog during lunch hour using dry ice they’d snuck out of one of the science labs. His evening was his alone as long as he didn’t get spotted by a certain excitable angel.

He’d had a few run-ins with the Cazziel over the past couple of weeks since the festival. Something about the cold and the snow seemed to light a fire in the angel. He popped up anywhere and everywhere. It made Bendy jumpy.

It was a relief when he finally made it to under the canopy of towering pines and oaks. Not many people came out past the city limits, especially at this time of year. He wasn’t about to let his guard down though. He wove his way through the trees, deeper into the forest. He ignored the path leading to the waterfall that dropped over the edge of the Upper and left the trail altogether. The demon slid down an icy hill before using his claws to scale a boulder hiding the entrance to a cave. 

Bendy had put the boulder there himself to discourage others from exploring the cave. It blocked most of the natural light from entering but that didn’t bother him. He’d always had good night vision.

The cave was deep. Bendy rounded a couple of bends before he heard the burbling of water. Feeling along the wall, he found and lit a lantern. The dim light glimmered off the surface of several hot springs. The cave ceiling was high. Bendy estimated it to be about seven feet by the tunnel opening and gradually inclined to nearly twenty feet before it tapered off again at the far end of the cavern. There were half a dozen or so bubbling pools flowing into each other through small connecting streams. The water in the pools by the tunnel entrance was the hottest, gradually cooling by the time it reached the pool by the far end of the cave. Stalagtites hung from the ceiling and stalagmites jutted up from the floor throughout the area, the water weaving a path through them.

He set the lantern on a broken off stalagmite and shucked off his hat and coat, setting his bag of rolls on top of them. He removed his heavy winter boots, enjoying the feel of the damp stone floor under his feet. Then he turned to face a shadow-covered wall.

“You can come out now. I know you’re there,” he called. 

A few shadows pulled away from the walls and approached the demon. Bendy reached out a hand and patted the rounded ‘head’ of one of the shadows. They were all excited. One of the shadows hissed at him in annoyance.

Bendy sighed. “I know. I’m sorry I haven’t been able to make much time to play with you lately. Let’s make the most of the time we have right now, okay?”

A larger, squat shadow went racing around the cavern. Bendy watched with amusement until the shadow came back around and neared the tunnel entrance.

“Crasher, watch out for the record player!” he gasped, but he was too late.

The large shadow turned sideways to look at him as it plowed directly into the large rectangular case. It sailed through the air. Bendy reached for it knowing he’d never make it in time himself. A tall, thin shadow was across the cavern in a flash, catching the case in its inky embrace. 

Bendy let out a breath he hadn’t realized he’d been holding.

“Thanks, Pal,” he said as he carefully took the record player from the shadow.

It wriggled about and let out a small hiss. The shadow radiated irritation.

“I know. I know. That’s not your ‘real name.’” Bendy gently set the case on the floor below the lantern, careful to keep it away from any puddles. 

A little shadow skittered over to him and booped into his leg. He held out a hand for it to climb on to. He sat crouched there for a few moments, scratching the shadow as it vibrated in his hand with the force of its purring.

The little demon smiled sadly. “I don’t know if I’ll ever figure out what I originally named the two of you. I’m sorry.”

The shadow in his hand trilled consolingly at him, pressing against the hand he was stroking it with. The taller shadow rumbled mournfully but didn’t give off as much annoyance as it had before. Crasher rolled up behind him and sheepishly nudged his shoulder.

“It’s alright, Crasher. I know you didn’t mean to. But you have to be more careful, alright? This is the only record player we’ve got and we’re lucky to have even found this one,” Bendy said as he reached up to pat the squat shadow.

The shadow rumbled apologetically. Bendy smiled.

“Apology accepted. Now”—the little shadow leapt onto his shoulder so he could open the leather case—“let’s do some dance practice, shall we?”

The inky black forms wriggled with excitement. Bendy clicked open the lid and did a quick inspection of the record player for damage before he slid a record out of a cardboard sleeve that had been hidden away in an attached velvet-lined compartment. He carefully placed the vinyl circle on the platter of the record player and flipped the switch to turn it on. Then he moved the arm so the needle was set in the first groove on the disk as it spun. He slid the shadow from his shoulder and set it on the edge of the case.

“You remember what to do, right?”

The shadow squeaked at him, radiating pride.

Bendy chuckled. “Alright, on my signal then. And be careful not to fall onto the record player this time.”

He was answered with a second, slightly embarrassed, squeak.

The rest of the shadows rushed over to an open space along one of the walls, sweeping loose stones and other debris the demon could step on out of the way as they shifted about restlessly. Bendy casually walked over to join them. His bare feet quiet against the smooth stone floor.

Bendy gave a twittering whistle. The little shadow eagerly pushed the play button. There was a static crackle and then a cheerful tune began to reverberate off the cavern walls. Bendy started in with a few tapping steps, his arms and legs swinging more and more until his whole body was swinging to the beat. He could sense his shadows keeping in step with him and closed his eyes. He hardly needed to think about the placement of his feet anymore. He’d danced to this song more times than he could count. He knew every beat, every step, by heart. Bendy allowed himself to focus on visualizing the movement of each shadow. 

Pal preferred a tall and slender form it could keep up with the light, quick step changes in. It was almost lanky and awkward for the little demon to visualize, but the familiar steps helped keep the motions fluid. Pal was a bit more coordinated on its own than the others. It quickly made any adjustments that came to Bendy’s mind. It made it easy to work with. The shadow thrummed with pride at Bendy’s approval.

Turning his attention to Crasher, Bendy found the squat shadow struggling with the movements that required more finesse. It’s short, chunky tail swayed with each stumbling step. The shadow’s frustration tickled at the back of Bendy’s mind. 

“I know you prefer shorter legs, Crasher. But lengthening them a bit will make this step easier,” Bendy said. 

He patiently waited for the shadow to shape itself to have slightly longer, more limber legs and then showed it how to properly go through the step it was struggling with again.

“There you go! That’s much better.” 

Crasher rumbled happily. It still had a long way to go, but had boundless energy and seemed to be enjoying itself.

Bendy whistled for the little shadow to replay that song a few times as he made the rounds, helping and instructing each of his shadows in turn. After he was satisfied, he let the record player move on to the next song. The piece was smooth with a very different beat than the previous song. It called for the kind of gliding he had seen some toons achieve while ice skating. He didn’t have ice or skates. He had something better.

The little demon smirked to himself as he leapt into the air. Dodger sprouted wings, rising to where Bendy would land and acting as a springy platform. Crasher zipped to the far side of the cavern while Pal, Fang, and Spikes spread out. Bendy launched himself from one shadow to another, knowing they would catch him, and wove his way between the stalactites hanging from the ceiling. He sailed over the bubbling hot springs below. The warm, humid air pleasant after a day in the cold. This, flying through the air and freely using his powers, was a taste of freedom.

***

The sun was hazy behind the clouds and the chill air nipped at Cazziel’s nose as he soared over the mountain range. The angel sighed in relief when the profile of the Upper finally came into view. It had been a two-day round trip and he was exhausted. 

Cazziel waved to a couple coworkers he saw flying past with outgoing messages. He was glad he was on the return flight at the moment. He circled down to land by the entrance to the Sanctuary and stretched the kinks out of his shoulders and dark, flecked wings. The messenger angel saluted the guards as he walked through the gate. All he had to do was report and then he could go home and unwind. It would be quick, just popping in and out of the messaging office, and he could be on his way. 

Cazziel opened the door and stepped into the office. He choked back a groan upon seeing the line queued up ahead of him. It was going to be one of _those_ days. His wings drooped in defeat as he joined the queue.

“Rough delivery?”

Cazziel looked up at the angel just ahead of him in line. He sighed, “Hello, Maggie. What makes you think that?”

The angel woman chuckled. “You’ve got bags under your eyes and your wings are drooping almost as much as your eyelids,” Maggie said sympathetically. “You either had a rough run or have had too much of the ‘nightlife’.”

“No time for enjoying the nightlife. Too busy with all the monster attacks lately.” Cazziel yawned.

The line shuffled forward.

Maggie nodded. “There have been a lot of urgent deliveries lately. I’ve been to South Africa three times in the past two weeks.”

Eyeing the other angel’s large gull wings Cazziel said, “I envy your seafaring wings with the number of long-distance assignments I’ve been getting lately. Being able to utilize coastal updrafts more efficiently would be nice.”

The woman leaned toward him, her short bob of dark hair swinging to frame her face. “You don’t really mean that.”

Cazziel laughed. “You’re right. I do enjoy my own wings. I’m just tired.”

Maggie nodded and turned to step up to the counter. “Try not to push yourself too much, Cazz,” she said over her shoulder.

The angel man sighed and rubbed at a kink in his neck. After a minute he was finally able to reach the counter. Cazziel went over to the next available worker and gave the angel woman behind the counter a tired smile.

“Afternoon, Beth.” He pulled an envelope from inside his coat and slid it over to her. “I have a reply message for you.”

Beth returned his smile. She took the envelope and filed it in a cubby in the wall behind her, then she looked through a filing cabinet and brought a sheet of paper back to the counter. She slid the paper and a pen across the counter.

“Just sign here to confirm delivery and you are good to go, Cazziel,” Beth said.

Cazziel glanced over the document and signed it, passing it and the pen back.

“Thanks. Have a nice day, Beth.” 

She smiled at him and he turned and walked out of the office. 

In no time at all, Cazziel was leaving the Sanctuary and back on the streets of the Upper. He mingled with the crowd. It wasn’t too busy. A glance at the large clocktower in the square told him the kids hadn’t been let out of school just yet. Things would get a bit livelier in an hour or so.

The angel thought about the errands he should probably do while he was still out and about and groaned. All he wanted to do was get home and maybe listen to the radio for a bit before heading to bed early. The thought of his feather pillow had his eyes drooping already. Cazziel yawned. His eyes lazily roamed over passing toons until they fell on a familiar little cat.

The kid was looking at the display window of an electronics store. Radios, record players, and various appliances for making cooking and cleaning easier were displayed in the window. Cazziel got closer to try to figure out what had caught Bendy’s interest and smiled when he realized the cat was wearing the knit hat he’d given him.

Bendy turned at a loud bout of laughter from down the street, the pompom on his hat swinging wildly and his eyes going wide. Cazziel glanced over and noticed Councilman Isaac and future Councilman Michael stepping out of a café a few doors down from the electronics store. When Cazziel turned his attention back to Bendy, the cat had already taken off down the street at top speed. He went to take a corner when his feet went out from under him. Cazziel watched in horror as Bendy toppled over and slid out of sight.

Horsefeathers!

The angel ran out into an open space in the street, unfurled his wings, and took off soaring down the street. When he reached the corner he flew in place while he surveyed the area for signs of what happened to the little cat. There was a large patch of ice in the shade of the building that stretched across most of the street. It was partially melted in some places though and Cazziel could see a partial streak of blood going across the ice.

He landed to get a better look at it and noted clawlike gouge marks alongside the bloody streak. The trail led right up to the storm drain. Cazziel could feel the blood drain from his face. He dropped to his hands and knees by the drain and heard a whimper. 

“Are you down there, lil’ buddy,” Cazziel asked, sticking his head in the drain.

Two tear-filled eyes stared up at him. The little cat was curled in a ball clutching his leg, blood dripped down his chin. “Cazziel,” he hiccuped, trying to stifle a sob.

“Hang in there, kid. I’m going to get you out,” the angel said reassuringly. “Can you stand?”

Bendy shook his head. “My ankle hurts.”

“Don’t move, okay? I'll think of something.” Cazziel pulled his head out of the storm drain and started patting down his coat and turning out the pockets. He had some lemon drops, a random paperclip, a notepad, two pens, a spool of twine, a pocket knife, and his wallet. The angel stared at the collection of items. He needed a plan. Come on. Think!

He snatched up the twine and unraveled a good length of it. He cut it from the spool and focused on pouring his magic into it. The twine glowed and thickened until it became a sturdy length of rope. The glow died down. Cazziel set to work knotting and tying it together into a makeshift rescue harness. He double-checked his knots. He couldn’t have them coming undone and causing Bendy to get even more injured.

Another whimper from the storm drain resolved him to make his rescue attempt already.

“I’m still here, Bendy. You’re going to be just fine. I think I can pull you out, but I’m going to need your help to do so. Do you think you can do that for me, lil’ buddy?” Cazziel asked, sticking his head through the drain again.

Bendy nodded. He was trying to put on a brave face, but the angel could see his bloody lip trembling even in the poor lighting. Cazziel gave him a smile and dropped the knotted end of the rope down. The cat reached out for the rope, his hand shaking.

“I need you to put your arms through the loop. When you are ready I’ll be able to pull you up. Alright?”

“Okay.”

Cazziel watched as the little cat carefully maneuvered the loop over one of his arms and winced. He took a couple deep breaths and then stuck his other arm through the loop before pulling it over his head and settling the rope properly in place. When he was done, he looked up at the angel.

“Are you ready?” Cazziel asked.

The cat nodded again. “Yeah.”

“Make sure you hold onto the rope.”

The angel pulled his head out of the storm drain and made sure he was kneeling where he wouldn’t slip before he began slowly pulling on the rope. He heard a hiss of pain and paused.

“You doin’ alright, lil’ buddy?”

“I just knocked my ankle on the wall.”

Cazziel grimaced. “Use your good foot to push off of the wall so your injuries don’t get any worse, okay?”

“Okay.”

There was some scuffing of boots on stone. When it stopped Cazziel continued the slow process of pulling on the rope. The kid was light. Really light. It was more of a struggle not to send him flying by tugging on the rope too hard than it was to lift his small frame out. Cazziel was most concerned about hurting the kid more than he already was. 

After a few excruciating minutes of worry, Bendy peered over the lip of the storm drain. Cazziel worked his way along the rope until he could stretch out a hand for the cat to grab onto. Once he had a hold on him, the angel was able to maneuver Bendy out without dragging him across the ice again too much and pull him into his arms.

“I’ve got you, kid. I’ve got you,” Cazziel soothed.

Bendy went limp in his embrace and let out a sound between a groan and a sob. The angel carefully adjusted the cat so he could stuff his things back into his pockets.

“I’m going to take you to see a healer, okay? We’re going to get you sorted out,” Cazziel said.

“No healers,” Bendy groaned.

The angel frowned. “Kid, I may be able to bandage up most injuries but you really should see a healer about that ankle.”

Bendy shook his head. “I gotta meet up with Alice so we can finish prep for tomorrow.”

Alice. He was friends with Alice Angel! Okay, he could work with this. Probably.

“Where are you supposed to meet her? I’ll take you there,” Cazziel said. He stood and readjusted his hold on the kid so he could carry him.

Bendy hissed in pain and stared at him for a moment. He grimaced. “By the fountain in the park.” 

Cazziel nodded and glanced around. He was surprised no one had noticed what had happened. Though it wasn’t the first time he’d ever shouted down a storm drain in panic. He probably looked like a madman. Cazziel cringed. Damn Willen being right.

Shaking his head to try to refocus his thoughts, Cazziel spread his wings and leapt into the air. Bendy gasped and clutched onto the angel’s coat. Cazziel could feel the cat tense and then slowly relax as he watched the city go by below them. He noticed the cat’s gaze move over the expansive wall that went around the Sanctuary and the imposing buildings within. The angel smiled wryly but said nothing. The kid should enjoy the rare glimpse he was getting of the other side of the wall. He wouldn’t be able to set foot inside himself, after all. It was the one Angel only section of the city.

Even taking a slightly scenic route for Bendy’s benefit, they soon arrived at the park. Cazziel made a slow, spiraling descent and gracefully landed by the fountain. He folded his wings, moving to set Bendy on the edge of the fountain. 

Now that he could finally get a good look at him, Cazziel could feel his heart constrict. The kid looked more roughed up than he’d thought at first glance. There was his ankle, a busted lip, and scrapes across most of his visible skin. The angel knelt down and cautiously reached out to take Bendy’s hands in his. The kid watched him warily but didn’t pull away. Cazziel took that to mean what he was doing was still deemed acceptable and turned his attention to the cat’s hands. He turned them over to examine the palms. He winced sympathetically. They were both scraped up pretty bad and bleeding slightly. How had he managed to grip anything with his hands in this state?

“Bendy?”

The little cat and the angel man both turned at the voice. Alice stood a few yards away, staring at the two of them in shock. When she could finally see Bendy’s face over Cazziel’s shoulder, she ran up to him. 

“Stars, Bendy! Are you okay? What happened?” Alice asked worriedly and then turned on Cazziel, a sharp look in her eyes. “You! What did you do?” Her tone with him was sharper than he’d ever heard from the young angel.

Cazziel let go of Bendy and raised his hands. “I’m just trying to help, Ms. Angel.”

Alice scowled at him, unconvinced, but turned a concerned gaze back to Bendy. Cazziel moved aside so she could get to the cat. She took one of his hands in hers and examined it. 

“How did this happen, Bendy? Did this guy hurt you?” 

“I slipped on the ice. Fell down a storm drain,” the cat mumbled, not meeting her gaze. 

“Oh, Bendy,” Alice gasped and shot Cazziel another dark look. “Were you running from _him_ again? Is that why you slipped?”

“No. I didn’t know Cazziel was nearby until he found me in the storm drain.” The cat was pointedly avoiding her probing eyes.

For once the kid had been running from someone else, though Cazziel couldn’t figure out why. It wasn’t like the Councilman and his friend were chasing him down. And Isaac Angel was Alice’s older brother. He glanced at the young angel. It might be better to keep what he saw to himself until he learned more. If Bendy wanted to tell Alice about it later, he would. Cazziel didn’t plan on adding to the anger he felt from her that he knew was directed at him.

Alice pulled a handkerchief from her schoolbag and lifted it to Bendy’s split lip. “Let’s take you to the healers. They can—”

“No! I’m not going. I don’t want to,” Bendy said, pulling back and shaking his head. “I want you to.”

Alice watched his face in silence for a few moments. His stubborn pouting caused the cut on his lip to reopen. The angel sighed, “I can’t. I’ll just make it worse.”

Cazziel frowned. Worse? She was a healer in training, how would she make things worse?

Bendy stared down at Alice’s hands wrapped around his. “I trust you. I don’t know them,” he said. “Please, Alice?”

Alice shifted uncertainly and closed her eyes. Cazziel could feel how sad, conflicted, and worried she was through her emotions. There was a story there, but it wasn’t his place to ask. She took a deep breath and looked at the cat again.

“I’ll try. Just try to hold still, okay?”

The little cat nodded. His eyes followed her hands. One held onto his while she raised the other to cup his scraped cheek. Alice took another deep breath with a look of intense concentration. Nothing happened for several minutes, then Bendy placed his free hand over the hand she cupped his face with.

Cazziel could see the scrapes on the cat’s face disappear. The blood on his lip scabbed over and fell off, leaving healthy skin in its place. Bendy’s face relaxed and he leaned into Alice’s touch. The older angel felt her hesitation as she pulled her hand from the cat’s face and held his healed palm up to examine it.

She released it with a sigh of relief and rocked back on her heels. Her emotions hit Cazziel in waves. Surprise. Worry. Relief. Joy.

“It worked,” she said, so quietly Cazziel almost missed it. Alice cleared her throat. “Is there anywhere that still hurts?”

Bendy tentatively felt along his arm and side and then flexed his foot up and down to test his ankle. When he’d finished he beamed at Alice. “Nope. It’s much better. Thank you.”

Alice narrowed her eyes at the cat. “Why didn’t you tell me you’d hurt your ankle?” she demanded as she watched him test the joint.

He gave her a sheepish smile. “Does that change how your talent works?”

She pursed her lips. “No,” she admitted begrudgingly and then turned to Cazziel. “Thank you for helping Bendy. I’m sorry I was short with you earlier.”

Cazziel gave her a reassuring smile. “Don’t worry about it, Alice. I’m just happy I was there to help when he needed me.” He reached out and ruffled Bendy’s hair with his stocking cap. The kid was cheeky. It was nice to see.

Bendy hunched his shoulders and looked up at Cazziel warily.

“Feel free to find me if you ever need anything, kid,” Cazziel said. Then he turned and walked off through the park. Alice could handle taking care of Bendy from here. And his exhaustion was finally hitting him in full force again now that the adrenaline was fading. He yawned, thinking about the bed waiting for him at home.

**Notes for the Chapter:**

> *Floats out into the spotlight.*  
> Thanks for sticking around through another chapter!  
> Big shoutout and many thanks to TheRogueFalcon for the boo-tiful fanart below! I love it so much!  
> Feel free to reach out to me in the comments and have a wonderful existence!  
> Bye!  
> *Waves a ghostly hand until the room goes dark.*
> 
>   
>   
> 


	4. Something Sweet

**Summary for the Chapter:**

> Bendy and Alice have help preparing a surprise, Cazziel and Willen have a much-needed guy's night out, and Alice has a breakthrough.

**Notes for the Chapter:**

> *The heavy curtains rise to show a blue ghost under a spotlight.*  
> Hello! Welcome to another chapter of Just an Alley Cat!  
> I hope you all are holding up alright with the social-distancing and quarantine stuff going on. My boo is going stir crazy being stuck in the house. Hopefully, the rain lets up a bit this week so he can go on a bike ride or something. I could probably do with more fresh air myself, but that's not really a new development.  
> Anyway! We have some fun things going on in this chapter. I hope you all enjoy it!  
> *The curtain slowly lowers back in place and the stage goes dark.*

Bendy had been up since the crack of dawn making preparations. He only had so many hours in the day until school let out. After she had healed his wounds the day before, Alice had gone with Bendy to buy the supplies they needed for today. Vanilla, grape, raspberry, lemon, strawberry, and pina colada flavored floss sugar concentrate. A box of black garbage bags. And their most important and expensive purchase, a little cotton candy machine. Alice had been saving her allowance for nearly a year to be able to afford everything and still had to ask her oldest brother to help finance their endeavor. It was for a good cause after all.

They’d arranged weeks ago for Bendy to have use of a corner of the back room of the tea shop for the day. Ms. Christine was a cheery angel woman with light gray dove wings. And, much to Bendy’s relief, she was generally too busy to hover around the demon while he worked.

“Do you need anything, hon?” Christine asked, grabbing a new tin of tea leaves and a jar of cinnamon sticks from the supply shelves.

Bendy looked up from dropping a fresh batch of cotton candy into a black garbage bag. He gave the angel a shy smile. “I’m fine, thank you.”

She nodded and turned to return to the shop. “Just let me know if I can get you anything.”

The demon watched her go and then returned his attention to the machine in front of him. He turned up the heat and poured more grape-flavored floss sugar concentrate into the opening in the middle. While he waited for it to melt, he dipped his wooden dowel into a cup of water and glanced at the clock by the window. Only three more hours until Bendy needed to be in position with the candy. He shook his head. It wasn’t much time. He’d only managed to fill nine bags so far.

A glance in the heated bowl told him the sugar had melted. He lowered the temperature and flicked the switch for the liquid sugar to be released. Grabbing the dampened dowel rod from the water cup, Bendy deftly twirled it around the inside of the machine and quickly collected a large cloud of cotton candy. He pushed the spun candy off the stick and into an open bag, dipped the dowel in the water, and twirled more candy onto the stick.

Bendy worked his way through the remainder of the grape flavored sugar and then through the pina colada flavored sugar. By the time he wrapped up a couple hours later, the demon had thirteen large garbage bags filled with multiflavored cotton candy. 

He unplugged the cotton candy machine, then poked his head into the tea shop to thank Christine and assure her that Alice would be by in the next couple of days to pick up the machine. 

Bendy peered out of the back door and smiled shyly at the two angels waiting in the alley. They had the same pale skin and dark hair as Alice, though the girl had straighter hair than Bendy’s friend. The two pairs of light eyes were a stark contrast to the dark eyes he’d grown used to.

“Rachel. David,” Bendy greeted. “Thanks for coming to help.”

The angel girl gave him a slight smile. “It’s nice to officially meet you, Bendy.”

David gave him a curt nod, his expression neutral. He maintained an air of boredom, or perhaps disinterest, but his gaze was calculating. Alice had said something about David being considered to take over their mother’s seat on the Council when he was old enough. Between his and Rachel’s talents, Bendy would have to be extra careful today.

Bendy passed the angels filled garbage bags. Four for them and five for him. At least that was the plan. The little demon turned around with the last two bags in hand to find only one bag left in his pile.

He frowned. “What happened to the other two bags?”

“Don’t worry, I’ve got them,” Rachel said. She had six bags now. David had four. 

Bendy blinked and then smiled. “Thanks.” He lifted the three remaining bags. “Shall we?”

David rolled his eyes and marched off down the alley, carefully maneuvering around trash cans and milk crates. Bendy followed and Rachel brought up the rear. Thankfully it didn’t take the three of them long to get to the park, the tea shop being just across the street from it, and only a few minutes longer to reach the tree they wanted.

The tree was a decently sized spruce with its lowest branch about eight feet up. Bendy sunk his claws into the trunk and climbed up to the branch. Once he had gained his balance he pulled a ball of twine and from his pocket and started looping and tying it around the branches just over his head. He climbed from branch to branch around the trunk, stringing twine around until he was satisfied. Then he reached down for the bag Rachel held up for him.

She passed him a few bags and he set to work clothespinning the bottoms of them to the twine. The demon worked quickly, Rachel handing up more bags as he needed them and doing something with a sketchbook until he was ready for more, and David’s disinterested gaze drifted around the park. Once all thirteen bags were hanging, pinned out of sight of onlookers, Bendy set about the task of attaching all the downward-facing openings to a single piece of twine.

That finished, Bendy took a moment to admire his handiwork. “I’m all set up here. How are we on time?”

“Hm?” Rachel looked up at him, her pencil hovering over her paper.

“Jake and Alice should have gotten out of detention five minutes ago,” David said. “As long as they didn’t get into more trouble.” The younger angel was leaning with his back against the tree and his gloved hands shoved into his pockets. He stared in the direction of the path heading toward the school.

Bendy shared a look with Rachel before peering out between the branches. Off in the distance Bendy could see a familiar blindingly white coat and two bobbing halos. The demon glanced down to make sure Rachel wouldn’t give everything away by looking at him, but she had turned her attention back to her sketchbook. 

Alice waved at her siblings as she and Jake drew closer.

“Rachel! Davey! It’s so good to see you!” Jake said and dramatically posed with his arms thrown wide open.

“I’m going home now. Bye, Rachel, Alice.” David pushed away from the tree and started to walk away.

“Aw, come on. David, I’m sorry! I didn’t mean it,” Jake whined, trailing after the younger boy.

David turned, his arms crossed and a slight scowl on his face. “Five minutes.”

Bendy dropped a small, knotted piece of twine so that it landed on Rachel’s sketchbook. She stuffed the twine in her pocket before Jake could turn around to see it. She made a show of checking her watch and flipping her sketchbook closed before standing up.

Jake pouted at her. “Are you leaving too, Rach?”

Rachel took a few steps in the opposite direction, toward Alice. Jake turned and followed after her, stopping when she sent him a glance over her shoulder.

“There is a landscape I’m working on that needs lighting from about this time of day, I’m not missing out on valuable work time,” she said.

Alice chuckled. Jake turned his pouty gaze on her. Bendy smiled, holding back his own laughter. Jake was almost directly under him and in the perfect position.

“Oh, and one more thing, Jake,” Rachel said, half-turning so she could look him in the eye. The angel boy perked at that.

Bendy yanked on the twine pull cord in his hand. There was a rustling of plastic as all the bags opened one after the other and rained their contents down on the unsuspecting angel below. 

“Happy Birthday!” Alice, Rachel, and Bendy simultaneously shouted.

David rolled his eyes and walked off.

Jake struggled with the layers of fluffy candy while Bendy carefully climbed down from the tree. When the angel finally managed to resurface he was beaming.

“This is so  _ sweet _ of you!” Jake said. He took a bite of candy cloud. “Is this lemon-raspberry?”

“Among other things,” Alice laughed.

“How did you even find this much—” His eyes landed on Bendy.

The demon shuffled his feet.

“Did you buy all of this?”

Alice scoffed. “Don’t go  _ sour _ on us now, Jake. Bendy made it by hand. I wanted to help, but I couldn’t get out of class.”

Bendy shrugged. “Dancing isn’t my only skill.”

Jake suddenly reached out and yanked Bendy and Alice into the pile of candy fluff. “This is the best present ever!”

***

The bar was filled with laughter, the clinking of glasses, and soothing jazz. This was supposed to be time to relax and unwind after all the stress of the week. Cazziel was not relaxed at all. He slumped against the table, his head in one hand and a Sidecar in the other. He eyed the liquid as it swirled in his glass and sighed.

“Are you going to tell me what’s wrong or do I have to guess?” Willen asked as he plopped into the booth across from Cazziel, a drink of his own in hand.

Cazziel gave his friend a morose look and sighed again. “It’s the kid, Wil. I’m worried about him.”

“Tell me something new,” Willen said deadpan and took a sip of his drink.

“He fell down a storm drain this week! Road rash all across his hands and face, and probably places I couldn’t see too. Not to mention the sprained ankle. What other injuries has he gotten that no one has noticed?” The distraught angel rested his arm on the table and hid his mouth and chin in it as he stared at the way the dim lights filtered through the liquid in his glass.

Willen snorted. 

Cazziel frowned at him. “This isn’t a laughing matter. It’s serious.”

“Of course it is,” Willen agreed. “But it’s not what you are really upset about, now is it?”

“What are you on about, Wil?”

“What’s ruffling your feathers is that you aren’t able to really help the kid. There will be cuts you can’t bandage and fears you can’t soothe.” Willen took another sip of his drink. “And it isn’t your job to look after him, Cazz. You’re a messenger, not a guardian.” 

“That’s not going to stop me from trying,” Cazziel muttered. He sat up and threw back the rest of his drink.

Willen raised a brow at him. “You’re going to get drunk if you insist on downing those Sidecars that fast.”

Cazziel made a face and stood up. “I’m getting another drink.”

The angel made his way over to the counter and placed his order, then turned so he could lean against it and surveyed the room. The band was starting on a new number and Cazziel couldn’t help thinking that it was the kind of song the kid would like to dance to. He tapped a finger against the countertop to the beat, lost in thoughts of dancing cats.

“Well, I thought I would at least merit a ‘hello’,” a female voice said by his ear.

Cazziel jumped in surprise and blinked at the angel woman smirking up at him. She had an elaborately beaded headband on over light hair that fell in perfectly styled loose curls to her shoulders. Her dress was gauzy and similarly beaded, the light shade of it contrasting with her darkly painted lips.

“Lily! Hi!” he greeted cheerily. Or he tried to. It sounded a bit forced even to his own ears.

“You look stressed, you poor handsome thing,” Lily chuckled, trailing a dainty hand along his arm. “Have a rough week?”

“Among other things,” Cazziel chuckled weakly. 

“Anything I can do?” 

There was a sharp rap on the wooden countertop. “One Sidecar and a Bee’s Knees,” the bartender said, sliding the drinks toward Cazziel.

“Not really. Thanks for offering though.” Cazziel gave the other angel a half-hearted smile and grabbed the drinks, gently pulling his arm from Lily’s grasp in the process. 

Lily paused for a moment, her lips pursed. Her gaze wandered off somewhere over his shoulder and then she winked, her smirk back in place. “Well . . . don’t be a stranger, Cazziel.” She waved over her shoulder as she sauntered off across the bar, her beading glittering in the dim lights. 

Cazziel watched her go before taking a breath and walking back over to the booth where he’d left Willen. The other angel had a scowl on his face as he eyed Cazziel scrutinously. He racked his brain for what could have soured his friend’s mood so quickly. Willen had appeared rather laidback when he’d left. Had someone else come by in the short time he’d been gone and said or done something to tick him off? Had he done something?

He set the Bee’s Knees in front of Willen. “I went ahead and ordered you another one, hope you don’t mind.”

Willen nodded his thanks and stared at him, the scowl replaced by a neutral expression though his eyes were still sharp and searching. He pulled the glass closer and took a sip.

“You shouldn’t take anything she says seriously, you know. She doesn’t mean most of it,” Willen said stiffly.

“Who? Lily?” Cazziel asked with a frown as he sat.

“She’s trouble, Cazz. She acts all friendly until she gets bored. It might take weeks or months, but it’ll happen. And then she leaves and breaks your heart.” Willen maintained intense eye contact until he’d finished and then took another sip of his drink. He stared into the depths of his glass like it held a long-lost memory. “It’s all a game to her. You don’t want to date a girl like that.”

Cazziel took a moment to study Willen’s face. He usually had a neutrally polite or smug look to him, or a look of mild annoyance if Cazziel pushed him far enough. But this was different. The furrow of his brows, the slight frown on his lips, his set gaze. Then there were the emotions coming off of the angel. Sadness. Anger. Wariness. Concern. Worry. Heartache. Willen was . . . heartbroken? 

Stars, this was going to be tough to navigate. Cazziel drank another mouthful of his Sidecar to stall while he collected his thoughts.

“That’s a pretty serious accusation there, Wil. But you aren’t one to lie to me. So I have to know, what's the story behind it?”

Willen sighed and swirled the contents of his glass, watching as the ice knocked into the lemon slice garnishing the rim. “She and I dated for a bit in high school. I thought everything was going great but then a month or so in she got bored and dumped me. She was hanging off some other fella’s arm the next day.” He glanced up at Cazziel. ”It was back before we became friends.”

“Back in the dark days,” Cazziel hummed and nodded solemnly. 

“Sod off, you nimrod!” Willen hissed. “I’m trying to be serious.”

“So am I, sweets. Your company is like sunshine after a rainy day. Couldn’t ask for a better pal, really,” Cazziel said. He maintained eye contact with the fuming angel as he took another sip of his drink. “Which is why I’m going to take your warning into consideration.”

“Consideration?” 

Cazziel nodded. “I can’t believe she is all bad. She made the hat I gave the kid for me, after all.”

Willen stared at him, absolutely appalled and dumbfounded. “Are you mad? She took up a new hobby to get on your good side by doing something nice for the kid. Using your concern for him to get to you!”

“I can’t see Lily using a kid. She’s a guardian angel, Wil.”

“Yeah, I’m still waiting on the punchline for that joke,” Willen huffed and rolled his eyes. Then he leaned forward. “Let me make one thing clear, Lily only has two loves in life: singing and snogging.” He held up a finger for each.

“Snogging?” Cazziel made a face. “What in the world is snogging?”

The other angel gave him a blank look for a moment before scrubbing a hand down his face. “Sometimes I forget we did our Acts of Charity in different countries,” he muttered and gave Cazziel a painfully hesitant look. “It’s a Surface slang term for kissing.”

“More like making out!” someone called from across the bar.

Willen bristled, glaring in the direction of the unknown voice and half rising from his seat. “Could you not eavesdrop on other people’s conversations!”

There was a smattering of snickers around the room as the band started on the next song of their set. Willen plopped back into his seat. He waited for the attention of the room at large to shift off of them again before turning back to Cazziel and continuing.

“My point is that you can’t trust any interest she shows outside of those two things. Eventually, she’ll get bored and drop whatever project or guy she showed interest in.”

Cazziel threw back the rest of his drink and grimaced. “Well, ‘snogging’ hasn’t exactly been on the table between me and Lily. Work hours have been long and hectic for both of us, and I’m more worried about the kid than I am about romance at the moment.”

Willen shook his head and finished off his own drink. “You really are a nimrod.”

“You’ve mentioned that once or twice,” Cazziel replied with a cheeky grin.

“I need another drink,” the other angel said deadpan and got up.

Cazziel chuckled and watched him walk to the bar before turning his attention to the band. He’d never heard Lily sing before. He couldn’t help but wonder if the songs she liked to sing were any good for dancing.

***

Light poured in through the large windows, pooling across the jars of herbs and medicines on the long granite-topped counter. Alice glanced over the labels one more time and compared them to the answers she had scrawled out on her paper. If there was anything she had confidence in outside of pranks and puns, it was the use of medicines. She nodded in satisfaction and went over to Master Jethro’s desk. It was meticulously organized with labeled files stacked in piles based on whatever the healer was working through at the moment. 

Jethro looked up just as Alice reached his desk and she handed him her paper. The older angel adjusted his reading glasses and looked over her answers. The hard lines of his face scrunched as he read. Alice waited impatiently, drumming the fingers of one hand against her opposite wrist behind her back. 

“Very good. Now I want you to go next door and assist with any patients,” Jethro said as he returned her paper. 

Alice stowed her paper away in her schoolbag before she headed for the medical ward. It was on the first floor so that students and the public alike could have access to the benefits of healers in training. One of the healers nodded as she walked in and went to wash her hands in the big basin in the corner. The healer in charge, when Master Jethro wasn’t present, came up to Alice.

“Could you help Gemma tend to the little girl at the back? We’re swamped with patients today.”

“Of course!” 

Alice beamed up at the woman before heading in the direction she’d indicated. A girl a few years younger than David sat perched on the edge of the bed. Her eyes were puffy from crying and she held her arm carefully away from herself. The girl’s mother sat in a chair next to the bed talking with Gemma.

With a comforting smile on her face, Alice approached them. “Hello! I’m Alice and I’ll be helping Gemma with your care today.” She looked at the mother before crouching in front of the little girl. “What’s your name, sweetie?”

The girl looked to her mother before looking back at Alice. “Macie.”

“It’s nice to meet you, Macie. Can you tell me what hurts?”

“My—My arm hurts. And my si—side,” Macie whimpered.

“Can you tell me what happened?” Alice asked.

Macie pouted. “Matthew Whiting and Peter Swift made me fall off the swings at school.”

Alice nodded and Gemma wrote a few notes down on the patient chart hung on the foot of the bed. Alice glanced up at the little girl, then down the ward, and then back at Gemma. It would take a while before one of the healers could get to the girl. A sprain or break wasn’t a high priority. And she and Gemma were supposed to fill out the paperwork before someone would get back to Macie and her mother. But maybe. . . . No. She couldn’t. . . . But it had worked the other day, for the first time since . . . Mary. 

She looked at Macie and worried her lower lip with her teeth. The little girl was watching her and sniffling in pain. Pain. Anger. Hope. Expectance. Alice closed her eyes and tried to think. She couldn’t risk making things worse for Macie, the girl could just have bruised ribs or they could be broken. 

_ I trust you. _

Bendy. . . . Stars above, that cat knew what to say to her. Alice took a deep breath and opened her eyes, smiling reassuringly at Macie. She took the little girl’s arm and carefully felt along. The girl winced and whimpered, but Alice didn’t feel anything out of place. That was good. Even if her arm was broken, it was a nondisplaced break, so there shouldn’t be any bones that needed setting. She lifted the side of the girl’s shirt just enough to examine her ribs. Alice glided careful fingers over the darkened, blotchy skin. Macie winced again, but her ribs appeared to be fine. Definitely bruised but not too bad. 

_ Please, Alice? _

She shot Gemma a questioning glance over her shoulder. The healer raised a brow in surprise but nodded her assent. Alice turned back to the little girl.

“Okay, Macie. I’m going to start by taking care of your arm. It might hurt a little bit, but it’ll be over soon. Do you want your mom to hold your other hand?” Alice asked.

Macie nodded, and her mother joined her on the bed, taking her uninjured hand. Alice held her hands over the little girl’s injured arm and focused on recalling the feeling she had when she’d healed Bendy. Her magic felt warm in her fingers.

_ I like your magic. It’s gentle. _

Alice willed her magic into the little girl’s arm. For a moment, she didn’t think it had done anything, and then she felt the rush as her talent kicked in for the second time that week. She waited until she didn’t feel anymore tug on her magic going into Macie’s arm and then moved her hands to the girl’s side. When she had finished, Alice pulled her hands away and smiled at Macie.

“Can you wiggle your fingers for me, sweetie?” she asked.

Macie lifted her hand and wiggled her fingers and then poked her own side. She beamed at Alice. “Thank you, Ms. Alice!” 

Alice smiled. “Anywhere else that still hurts?”

“Nope,” Macie said, her pigtails whipping about as she shook her head.

_ It’s much better. Thank you. _

“We’ll get your paperwork going, and then you’ll be able to go home,” Alice said, turning to Macie’s mother.

“Thank you, Ms. Alice.” Macie’s mother smiled. “You are every bit the healer I’d heard you would be.” 

Alice nodded and took the clipboard from Gemma to try to hide the blush she could feel making its way up her neck. She hurried down the ward as she jotted down the required notes on Macie’s paperwork, leaving her supervising healer to wrap things up with the mother and child. At the end of the ward, she handed the paperwork to the beaver woman behind the desk. 

“If anyone asks, I’m taking stock of inventory,” Alice squeaked before rushing into the adjoining room and closing the door behind her. 

She leaned against the door and tried to use her hands to cool off her burning cheeks. After taking a moment to steady her breathing she went to actually take stock of the inventory, noting what was low and in need of resupplying on a slate she carried around the storeroom with her. Once that was done, she rehung the slate on its nail by the door and returned to the ward.

After washing the chalk from her hands Alice went back to work. There were sheets to change and medicines to distribute. She even managed to use her talent to heal a deep cut from a kitchen knife, two black eyes, and several ankles twisted when slipping on the ice. Gemma was beaming at her the whole time. It was a bit embarressing, but encouraging at the same time. 

At the end of her time allotted to work in the medical ward, she returned to Master Jethro’s office to collect her bag.

“Alice, a moment, please,” Jethro said. He was looking at her from over the top of his reading glasses but took them off and set them on top of the document he’d been reading over.

The angel girl took a deep breath as she pulled her bag over her shoulder and went to Master Jethro’s desk.

“Is there something you need me to do before I go, Master Jethro?” Alice asked, twisting the strap of her bag in her hands.

“I’ve read through some of the reports of your work today. I have to say, I am very impressed. This is the kind of work I expect of a healer of your caliber,” Jethro said, gesturing to the documents he’d just been reading. “I will be informing the Council of your progress at our next meeting. I am looking forward to seeing your continued progress, Alice.”

Happiness. Pride. Relief.

Alice smiled. “Thank you, Master Jethro.”

“Have a nice evening, Alice,” Jethro said. He turned his attention back to the documents on his desk.

Alice nearly skipped her way out of the building. Master Jethro had praised her work. He’d praised  _ her _ .

_ I knew you could do it, Alice. _

Bendy was right. Alice was a healer, and she was finally,  _ finally  _ making progress with her talent. Thank the stars.

**Notes for the Chapter:**

> *Spector floats out onto the stage.*  
> Whoohoo! I made it by the deadline! We are back on the regularly scheduled every other Monday! Maybe I'll manage it earlier in the day next time. . . .  
> Also, happy belated birthday to Jake! This chapter is coming out just over a month after his birthday, which was February 28th. Sorry about that, Jake. . . . Things got busy and the birthday prank scene had to be pushed back a couple chapters. At least Bendy and Alice managed to celebrate on time!  
> Thank you all for sticking around for the endnotes! As always, please feel free to leave comments down below! Hearing from all of you motivates me to keep working on this story.  
> Stay safe and moderately sane out there!  
> *The ghost waves until the stage fades to black.*


	5. Something Sour

**Summary for the Chapter:**

> Bendy has a rough time. Alice and Jake take their friend on a little excursion. Cazziel needs a break from work.

**Notes for the Chapter:**

> *A blue ghost floats up out of the stage floor and into the spotlight.*  
> Welcome to another chapter of Just an Alley Cat!  
> I hope you all are finding good ways to stave off cabin fever with the ongoing quarantine. I don't think I ever realized just how much I need fresh air before all this.  
> Anyway, on to a new chapter!  
> *The stage goes dark.*

It was cramped and awkward to sit squeezed into the corner behind a large potted plant, but it was worth it for some peace and quiet. Bendy was finally, _finally_ going to get to finish reading _Mozenrath’s Gauntlet_ by Felix The Cat. It had taken over a month of reading chapters here and there whenever he managed to spot the book on the shelf. The book hadn’t been there very often.

The demon was grateful that he was still small enough to fit in the small space. His back was pressed against the wall, one leg folded under him and the other pulled close with his knee resting against the cool ceramic pot. A gentle, warm ray of sunlight shone down on the corner in comfortable contrast to the ceramic surface. Bendy relaxed as he fell back into the mental storyscape the narrative created in his mind. He did his best to hold in a gasp when the bad guy used the gauntlet to open a portal that nearly swallowed Felix. He couldn’t afford to be loud if he wanted to find out how the adventurer got out of the illusion palace.

Bendy peered out into the biography section from between the fronds of the plant. Other than a badger, who was seriously contemplating a biography on Samuel F.B. Morse, and a volunteer shelving books at the other end of the section, there was no one in this part of the library. With a sigh, Bendy leaned back against the wall and let himself get lost in the illusions alongside Felix once again. 

Once the great cat adventurer had escaped and the magic gauntlet was safely retrieved, Bendy closed the book with a contented sigh. The ending had been worth the wait. After taking a few minutes to let the story just sink in, Bendy rocked into a crouching position to prepare to leave the relative safety of his leafy hideyhole. He waited until no one was in sight and then contorted his way out from behind the potted plant, careful not to knock it out of place even if he couldn’t completely prevent the leaves from rustling.

He took a moment to stroke the spine of the book before setting it on the reshelving cart. Just a moment.

“Hey, kid.”

It was one moment too many. Bendy turned and flashed a hopefully not too pained looking smile at the angel woman standing there. She was young and pretty, like all Angels were to some extent. From what Bendy had gleaned from snippets of conversation between her and other librarians and patrons, she had returned from her Act of Charity pretty recently. So she had to be a bit younger than Cazziel. And was a whole lot more troublesome. 

“Hello, Miss. A lovely day, isn’t it?”

The angel frowned. “It is. A lovely day to be in class. Learning.”

Bendy’s smile slipped. “I have been learning.”

“Mr. Cat tells wonderful stories, but I wouldn’t call his work an adequate school curriculum. Your young mind needs proper guided learning, not just adventure stories,” the angel chided, her glance sliding over the book the little demon had just set on the cart.

“Mr. Felix’s books are the best! And I read other stuff too,” Bendy said in a near whisper, his gaze firmly rooted on the librarian’s shoes. 

His tail drooped and flicked against his boots as he worried one of the buttons on his shirt between his fingers. The librarian sighed and crouched down to be closer to eye-level with him. He turned his head to stare at the cover of Felix’s book instead. She reached out and placed a hand on Bendy’s shoulder. He tensed.

“Is there a reason you don’t want to go to school? I’ve seen you running around with your friends, so it can’t be that you’re worried about not knowing anyone there. Is it that you’d be behind? Do you need help figuring out the enrollment paperwork? We could help you with that here or the school counselor could help over there,” the librarian said. Her tone was sickly sweet. Her grip was a little too tight. 

Bendy winced and pulled away with a whimper. The angel blinked at him in surprise. 

“I think I should go,” Bendy said.

“Really? You’re going to the school?” she asked, a triumphant smile breaking out on her face.

“No.” Bendy shook his head and backed out of her reach.

The librarian’s smile fell. “Then where—”

“Anywhere but here,” Bendy snapped, his gaze flicking up to the angel woman’s shoulder before he turned and walked away. He rubbed the shoulder she’d grabbed as he left the library.

The little demon didn’t stop until he was down the front steps of the building. He glanced back at the large wooden doors. His gateways to learning. Closed. At least during that librarian’s shifts. Bendy sighed and moped his way down the street. 

Maybe Alice and Jake would lend him some of their old school books. He wouldn’t have access to as large a variety of topics to read about, but it would be better than getting bored out of his mind with no books at all. He really enjoyed learning new things. School just . . . wasn’t an option for him. Not really. 

***

The trees were just starting to get their first buds. Tiny little nubs of the leaves that would be. The air was fresh with just a hint of the crispness from the winter months now past. Birds chirped as they flitted around, gathering nesting materials. The sunshine was warm and relaxing.

Bendy lay under a tree enjoying the prickly feel of new grass in his fur. He whistled a swinging tune he’d heard drifting out of windows a lot recently, tapping one of his bare feet against the cool earth.

“Good morning, Bendy Cat!”

The demon squinted an eye open. “Hello, Jake. Are you trying to scare off the birds?”

The angel blinked and chuckled sheepishly. “Didn’t think I was that loud.”

“You’re always that loud, Jake,” Alice said as she walked up behind him with a basket. She had a mischievous twinkle in her eye.

“Are we ready to go, then?” Bendy asked, rocking up to a sitting position. 

“Yes, we are just waiting for you to—” Alice’s gaze dropped to his feet, and she frowned. “Bendy . . . where are your shoes?”

He stood and started brushing dirt and grass from his clothes, careful to avoid the angel girl’s scrutinizing look. He shrugged. “Snow boots are clunky, and it’s warm enough that I don’t really need ‘em.”

“Maybe not snow boots, but you need shoes of some kind,” Alice insisted. “You’re not built for the added chill of this altitude!” 

Bendy shot a look at Jake, who just gave a small shake of his head with an apologetic smile. No help from him then. The demon sighed. “Look, Alice. I’ve had a rough couple of weeks, and I really just want to relax and enjoy our hike. I don’t think I can take any more lectures on things I should be doing right now. Can we just hit the trail and listen to the birds sing for a while?”

He could feel Alice’s eyes on him as the three of them stood in silence for a few moments. She huffed her bangs out of her face. “Alright. Let’s go,” the angel said.

“Onward, ye merry band!” Jake crowed, snatching the basket from Alice as he darted past her to the trail.

“If we are a ‘merry band,’ then you must be the fool,” Alice snorted, following after him.

“Hey!” the angel boy pouted.

Bendy snickered. “Then what does that make me?”

Alice turned, walking backward so she could look at him. She studied him thoughtfully. He purposefully watched the path, but it was only half to keep an eye out so he didn’t step on sharp stones.

Alice hummed and said, “The rightful lord of a grand castle. During an enemy attack when you were small you were forced to flee with a servant who perished not long after from an injury sustained during the escape. Thus, the young lord mingles with the common people and falls into the company of a foolish knave and an apprentice herbalist.”

“What! Now I’m a knave?” Jake whined. “Why have I been demoted further?”

Bendy could feel the heat rushing to his face. Him? Someone as grand as a lord? His heart was pounding at her words. Stars above, was Alice trying to kill him? He took deep breaths to try to calm his racing heart and keep his excited shadows in check. She’d surprised him this time. _Really_ surprised him.

He looked up as Alice laughed and playfully shoved Jake. He was falling behind. Bendy sprinted to catch up, coming up on the two angels and then darting around the opposite side of Jake from Alice. He grinned as they looked at him in surprise as he passed them and continued on up the trail.

“If we’re going to race, you should say something, Bends!” Jake shouted after him.

“Don’t drop the food!” Alice scolded, though she sounded closer than Jake did.

Bendy cackled as he leapt at a tree, swinging off a low branch and back onto the trail, skipping an entire bend in the trail.

Jake gasped dramatically. “That’s cheating! Al, he’s cheating!”

“Says the angel with the speed talent,” Alice scoffed. 

Bendy glanced down the hill to see Alice sprinting full force while Jake was trying to run backward to look her in the face while he made his complaints. The angel boy gestured wildly up at the little demon, the basket still hooked on the inside of his elbow with his hand gripping the opposite edge to steady it and keep the contents from spilling. In the fraction of a second it took for Bendy to blink, Jake had tripped and fallen backward. He tripped Alice by accident on his way down, and she headbutted him in the stomach as she landed. 

The basket flew into the air. Bendy willed its shadow to hold the blanket—and by extension the food—in place and jumped out to catch the flying container. He found himself hanging onto a tree with the claws of three limbs digging into the soft bark, the basket firmly in the grasp of his free hand.

“Are you two alright?” the demon called down.

Jake coughed as he tried to replenish the air in his lungs but gave a thumbs up. Alice pushed herself up to a seated position and reached up to readjust her halo, leaving dirty handprints on the floating ring. She gave Bendy a curious glance. 

“Not any more _hole_ -y than usual, so I’m good.”

“That’s it,” Jake muttered. “I must have _fallen_ harder than I thought. Your halo and big head have demanded my lungs relocate to a new residence in my throat. I now have the breathing capacity of a goldfish. Well done, Al.”

“Aw, come on! Don’t resort to Angel puns,” Bendy groaned as he climbed further up the tree and out onto a branch overhanging the trail a bit further on. “I’ll be a real _fish outta water_ if you start that.”

Alice stood and began brushing dirt from her dress. “I’d hate for you to feel _out of your depth_.”

“Well, this is just a _splashing_ good time, but I must point out that Bendy is still more than a _head and tail_ ahead of us.” Jake pushed his bangs from his face, smearing dirt across his forehead.

Bendy laughed. “You’re going to have to really _make some waves_ to catch me before the meadow.” He took off running as fast as he could. His head start would only do him so much good if Jake got serious.

The demon easily navigated the uneven terrain, the soles of his feet toughened from years of barefoot wanderings. He had the basket securely tucked under his arm, using his tail to compensate for the change in his center of gravity. The rush of the wind in his fur as he ran was invigorating. Jake was making plenty of noise as he stumbled on unseen obstacles sticking out of the path. It wasn’t hard to pinpoint how far behind the other boy was. He was gaining on him, even if the trail was tripping him up. That was fine though. Bendy could see the tall, grain-like grass marking the edge of the meadow.

The grass blew in the breeze in stringy waves. Bendy dove right in the moment he reached it. He crawled through, careful to keep his horns and tail below the top of the grass. There were flowers growing in patches here and there. Crocus, snow-drops, daffodils, and other early spring blooms. They were pretty. The sun shone down and warmed the whole meadow. With the breeze, it was rather nice and comfortable.

Bendy carefully picked a few flowers here and there, placing them on top of the blanket in the basket as he pushed it ahead of him.

“Bendy?” It was Alice. He grinned and added a few more flowers to his growing pile.

“Hey, Bends, where did you go?” Jake called.

With both angels caught up and looking for him, he needed to finish up. No reason to worry them needlessly. Picking a last couple of flowers, Bendy popped up out of the grass facing away from his friends. And then he froze.

Flying not twenty feet away from him were two ginormous rings, one at a ninety-degree angle inside the other, held aloft by four pairs of white wings that didn’t appear to be moving much if at all. If that wasn’t enough, the outside of each ring was lined with large eyes that all seemed to lock on to Bendy the moment he looked at them. He couldn’t move. He couldn’t look away. The hot aura of magic came off of it and a faint golden glow licked up and down the rings like fire. Angel magic. Powerful Angel magic.

Its presence was infinitely stronger than any angel Bendy had ever encountered before. It felt like those hundreds of eyes were staring straight into his soul, like it could see everything about him. Oh stars, could it tell he was a demon? A demon in the Upper of all places? Was he about to be toasted by Holy fire? That would certainly put a damper on their picnic. He felt the flowers slip from his grip as though they were falling through time, but he still couldn’t look away. 

After a few short moments that felt like lifetimes, the creature’s eyes blinked at staggered intervals and it floated away. Bendy’s knees buckled. He sank back down into the grass and watched the glowing rings float off into the distance and out of sight. 

“Woah! Did you see that? That Throne must have found you pretty interesting, Bendy,” Jake said.

“The what?” Bendy squeaked. He tried to remind his lungs how to breathe.

Alice knelt next to him and lightly rested a hand on his back. “Are you feeling alright? Thrones are First Triad Angels. Being in their presence can be pretty overwhelming for anybody.” Her magic felt as warm and reassuring as a tealight after standing too close to a bonfire, manageable but a reminder of what it felt like to nearly get burned.

“I’m fine.”

“You’re shaking.” Alice frowned.

“And your fur is all puffed up,” Jake added.

Bendy shook his head. “I’m okay, really.” In trying to avoid her eyes, his gaze fell on their picnic basket and the flowers he’d collected. He pulled it closer and gathered the flowers into a little bouquet. He held it out to Alice. “These are for you.”

She blinked in surprise, a smile spreading across her face. “Thank you. They’re beautiful.”

“I don’t think I ever had the chance to properly thank you for healing my sprained ankle last time.” The demon tugged on the cuff of one of his sleeves nervously.

“Bendy . . . “

“Aw,” Jake cooed after a moment and snatched up the basket. “That’s real sweet and all, but do you think we could walk and talk? We’re almost there, and I’m getting hungry.”

“You’re _always_ hungry!” Alice laughed, the dirt smudged on her nose visible in their close proximity. 

Slipping a hand into his pocket, Bendy found a length of string and gave it to Alice to tie her bouquet together. She accepted it gratefully, and the three of them continued on through the meadow and past an orchard of blossoming apple trees. The fragrance drifted to them from over the fence on the breeze. Soon they came across a river and followed it to a rocky outcropping where it flowed over the side of the Upper in a massive waterfall.

Jake spread their picnic blanket in the springy grass alongside the river, and Alice started unpacking their lunch of ham and turkey sandwiches, potato chips, and dried fruit.

Bendy did his best to enjoy the food and the scenic view of the waterfall, but his mind kept wandering back to those burning rings covered in eyes. All it had done was stare and then continue on its way. Was it really that simple?

***

Cazziel fished around in his pocket for his keys. His shoulders and back ached from flying almost nonstop for fifty-three hours. His wings felt like raw fire. All he wanted to do was collapse on the sofa. Forget making it to bed. After a few moments of fumbling, Cazziel managed to get the correct key in the lock and practically fell into his apartment as the door swung open. He dumped his bag and keys on the coffee table and kicked the door shut behind him. 

He wanted to sleep, but he needed to eat something or he’d feel like jello when he woke up. Trudging to the kitchen, Cazz noticed a pot simmering on the stove. There was a note on the counter beside it.

**Cazz,**

**I found out from Beth that you should be returning from your delivery run today. Figured you wouldn’t eat a proper meal unless it was already cooked, so I whipped up some soup.** **Make sure you** **_eat it_ ** **, feathers for brains!**

**-Willen**

**P.S. You are out of salt.**

Cazziel snorted. “That’s because you are hogging all of it with that attitude of yours, Wil.”

The angel picked up the ladle resting on a plate nearby and lifted the lid of the pot. Steam wafted the delicious aroma of cheese and bacon in his direction as he stirred the contents. His mouth was watering already. He glanced over at his little breakfast table. If he sat on any surface in this house he could almost guarantee he would fall asleep before he could properly eat any of the soup Willen had made. He hummed in thought and set the lid back on the pot. 

Opening a cabinet, Cazziel started digging around until he found what he was looking for. A large thermos he’d brought back to the Upper when he’d returned from his Act of Charity. It was a little dusty, but he could wash it real quick and take his dinner on the road. Somewhere he would hopefully be able to stay awake long enough to eat and return home.

Cazziel turned on the sink, splashing water in his face to help wake himself up, and washed out the thermos. He towel-dried it and filled it with soup. He snatched up a few tin bowls and some spoons and tossed them in his bag with the thermos. Grabbing his keys, the angel locked up as he left his apartment and headed off in search of a place with fresh air and maybe a nice view.

He thought about flying for only a fraction of a second before dismissing the idea. He’d walk. Give his poor wings a much-needed break. Cazziel wandered around until the park came into view. That would do nicely. He sought out a quiet, secluded spot that gave him a perfect vantage point to watch the sunset behind the Sanctuary walls.

Flopping down on a plush patch of grass, the angel stretched and spread out his limbs. He groaned. So sore. . . .

For a moment, he just lay there, feeling the breeze play with his hair and ruffle his feathers. His stomach rumbling reminded him why he was out at the park instead of in bed already. With a sigh, Cazziel sat up and dug out a bowl, a spoon, and the thermos. He poured some soup into the bowl, blowing on it before taking a bite. Damn, Willen was a good cook. 

As he ate, he heard rustling from a nearby bush. It was a bit much for the slight breeze that was blowing. Cazziel turned to look at the bush. The tips of two black ears poked out from the leaves, and he could feel the odd squirmy feeling of eyes watching him.

He chuckled. “Are you hungry, lil' buddy?”

The rustling stopped. The angel waited patiently and, after a moment of silence, Bendy’s face appeared from amidst the leaves. 

“How’d you know it was me?”

Cazziel hummed thoughtfully as the little cat crawled out of the bush. “Well, I caught a glimpse of two ears hidden among the leaves and couldn’t really think of anyone else who’d be skulking in the bushes rather than walking the trails.” The angel quirked a brow and smirked. “Plus your friend, Jake, has mentioned that you have a particular fondness for bacon.”

Bendy pouted but plopped down next to Cazziel anyway, surprising the angel. “He has no business telling people what food I do or don’t like,” Bendy grumbled.

“So you don’t like bacon soup?” Cazziel asked, teasingly.

“I do!” He pounced forward so he was peering down into Cazziel’s bowl.

“Hey, this one’s mine!” the angel laughed. “You can have your own bowl.”

“Really?”

“Of course! I’m offering it, aren’t I?” Cazziel dug in his bag for another bowl and filled it with soup from the thermos. He handed Bendy the bowl and then fished out a spoon for him to use.

The kid’s face lit up like it was Christmas as he carefully accepted the bowl of steaming liquid. He blew on it and hummed happily as he stuck a spoonful in his mouth. Cazziel was glad to see he wasn’t the only one who enjoyed Willen’s cooking skills. 

It was a bit surreal when he thought about it. Bendy had come up to him. He was sitting next to him voluntarily. He was still alert but wasn’t as tense as he usually was. Maybe the angel was finally starting to make some progress. Earn Bendy’s trust. Cazziel smiled and continued to eat his own soup.

“There it is,” Bendy said in relief.

Cazziel glanced over to see that the cat, while still eating, had turned to watch him. “There what is?”

“Your goofy smile.” Bendy turned his attention back to his bacon soup. “Your face looks weird without it. Too serious.”

Goofy smile? Cazziel frowned. “My smile isn’t goofy,” he protested.

Bendy snickered. “You have no idea how you look when you get all gung-ho, do you? At least it’s better than the look on your face earlier.”

“And what face would that be?” Cazziel asked wryly.

“The one that doesn’t suit you.”

The angel arched a brow at that.

“That gloomy face. It doesn’t look like you at all.” The cat stuck another spoonful of soup in his mouth.

Cazziel chuckled. “It’s been a long week, kid. I’m just feeling a little drained is all.”

“So, you’re okay?”

“I will be after some more soup and some sleep.” He stretched his wings again and watched as the sun slowly edged behind the Sanctuary walls.

Bendy was quiet for a moment as he watched too. “Good,” he said. It was so soft that Cazziel almost missed it. 

“Thanks for worrying about me, lil' buddy.” 

The angel reached out and ruffled Bendy’s hair, perhaps a little more wildly than he’d intended to. His hand knocked into the little cat’s ears. He’d expected some give or at least a flick or a twitch. But they didn’t move. If anything, they had prevented his hand from moving any further to the side. A solid barrier.

“Wha—”

Bendy sprang to his feet, his eyes wide and wild and what little was left of his bacon soup spilling as the bowl tumbled to the ground. His fur was puffed up in every direction. The kid was freaking out. He should say something. Nope. His brain wasn’t going to work right now. The kid had horns where his ears should be and Cazziel’s tired brain didn’t want to process that right now.

“Kid?”

The cat’s face was pure terror. He turned and ran like a legion of angels was on his tail. That . . . might be what he was afraid of. Cat’s didn’t have horns. But demons did. Was Bendy—

Cazziel just sat there, spooning soup into his mouth in confused exhaustion. The sun only a dim glow from behind walls of stone. He needed time and sleep to process this. Then he could go talk to the kid. It wouldn’t do either of them any good if he pushed himself to the point of sleep-deprived hallucinations. Maybe this was all a sleep-deprived hallucination? No. Those horns felt real enough. . . .

There wasn’t much he could do tonight. He hadn’t been able to react, and Bendy was already out of sight. All that remained were him and the lingering smell of bacon soup.

**Notes for the Chapter:**

> *The curtain rises to reveal Spector looking through a notebook. She looks up and smiles.*  
> I hope you all enjoyed the chapter! Things are going to be getting interesting really quickly around here. Cazz, you sweet man-child, get some sleep. You're going to need it.  
> As always, feel free to leave a comment down below! I love hearing from all of you!  
> In case you were interested, here is a link to the playlist I made for this story. It's what I usually listen to while writing these chapters, and it's still growing.
> 
>   
>  <https://www.youtube.com/playlist?list=PL3LR3WLBLwyyuEbOxGzron8hZGzU1R63B>  
> 
> 
> See you all next time!  
> *Waves until the stage goes dark.*


	6. Birthdays to Remember

**Summary for the Chapter:**

> Jake and Bendy plan something special for Alice. Bendy faces a new challenge. Cazziel has to sort through some things.

**Notes for the Chapter:**

> *The spotlight turns on to reveal Spector bobbing giddily.*  
> Welcome to another chapter of Just an Alley Cat! Things are getting interesting.  
> I am so excited for today's chapter! I have literally been planning this out for months. Tap got to post on Inky Mystery and Alice's birthday this year, and I get to post on Bendy's! Happy birthday to our favorite demon! And a happy, slightly belated, birthday to Alice as well!  
> I've got my Bendy and the Ink Machine socks on and plans to make my first attempt at playing the game later in honor of this special occasion.  
> I hope you all enjoy the chapter!  
> *The stage fades to dark.*

The clock had been moving unbearably slow all day. Alice was doing her best to focus on her tasks around the medical ward, but she found her eyes drawn to the clock on the wall time and time again. She hadn’t seen Bendy for a few days and, even with the numerous classes she shared with Jake, she had hardly interacted with the other angel all day. He’d had a shifty look to him earlier. She could have sworn she saw him slip a few coins to an older student in the hall between classes. When she’d managed to get close enough to distinguish his emotions from the rest of the crowd, he’d caught her eye and then walked off with a smirk. Excitement. Restlessness. Impatience. 

He was up to something he didn’t want her to know about. She couldn’t really fault him though. She’d done something similar to him only a couple months prior. He was keeping within their tradition. Didn’t make the wait any easier though. After all, today was—

A hand on her shoulder startled her out of her thoughts. She looked up from the partially made hospital bed to find her instructional healer smiling wryly at her.

“Alice, why don’t you go sort through the inventory once you’ve finished up here,” Gemma said. 

Alice nodded sheepishly. She hadn’t gotten to heal much more than scraped knees today, things were that slow. It made it hard to keep her thoughts from wandering when there were only repetitive tasks for her to do all afternoon. She finished making up the bed and then went to the storeroom. While going through the supplies, Alice found herself rolling up dozens of bandages to restock their depleted supply. That held her concentration for a bit. Any time her thoughts wandered, she would lose her hold on the bandage she was rolling and have to reroll it.

Finally, after forever, she was able to collect her things from Master Jethro’s office and leave for the day. She struggled not to skip down the stone steps as she left the building. Anticipation rolled in her stomach. She turned to head home and spotted Jake leaning against a nearby lamppost. He grinned at her.

“Hey, Al. You up for an adventure?”

She raised a brow at him. “An adventure?

He pushed off the lamppost and leaned toward her, his grin falling, and his expression growing solemn. “We are going back to the beginning.”

Alice blinked at Jake, but he was already walking off before she could respond. She hurried to catch up with him. They walked through downtown, and Alice expected confetti or lemonade to come pouring off of any of the rooftops. But there was nothing. Then they walked through a neighborhood. She kept an eye out for paint balloons or giant cupcakes covered in sprinkles. Still nothing. Soon they were walking into the forest. The sun dappled the carpet of dry pine needles through the new leaves of the oaks spreading their branches high over their heads.

Where were they going?

Large bushes with budding leaves came into view. They weren’t loaded with the abundance of fresh berries she remembered though. The tangles of vines hadn’t grown out yet for the year either. In place of the vines were dozens of bowls with spring blooms arranged and trailing out of them set in a large circle. The sunlight seemed to cut through and light up the circle like a stage. 

On the far side of the circle, Bendy stood near the raspberry bushes. He was barefoot, the cuffs of his pants and shirt carefully rolled back. His fur was more neatly combed than usual so that it looked purposefully tousled. His tail swished gently behind him. From the way the cat gripped his forearm with his opposite hand, Alice could tell he was nervous. Probably trying not to pick at his buttons like he usually did.

Alice turned to look at Jake, but he’d disappeared. Soft music began to play from near the fir tree just outside of the circle of flowers. Jake was standing next to a table with a record player, a stack of records, and a pitcher of lemonade; a big grin on his face. Her friend had somehow snagged her schoolbag without her noticing and set it on the ground near Rachel who, to her surprise, was perched on a tall stool next to the table. Her sister gave her a smug smile before returning her attention to her sketchbook.

The sound of a throat clearing brought Alice’s attention back to Bendy. He had stepped into the middle of the circle and held a hand out to her. “May I have this dance?”

She beamed at him, stepping into the circle and taking his outstretched hand. “Of course!”

Bendy pulled her to him, and they began a soothing waltz around their stage. When Jake put on the next song and it turned out to be a swinging number, the cat easily led them directly into the bouncing steps. He added more energy to their motions, and soon she was flying as he swung her with the song. It was smooth and natural and perfect. So much better than the pranks she’d been anticipating all day. The sun spotlighting their dance. There were no crowds watching, just Rachel and Jake; and that was more than fine by her. They swung and twirled and spun their way around the space, perfumed by the flowers all around them. 

After a few songs, they took a break and made their way over to the little table. A pleasant song played softly when Jake set the needle on a new record and turned the volume dial down.

“I hope you’re having a  _ swinging _ good time,” the angel boy said cheekily.

Alice laughed. “Very much so. You’ll really have to  _ step _ up your game to  _ beat _ this next year.”

Bendy hummed and poured lemonade into glasses. He handed one to Alice. “We’ll certainly have to make  _ note _ of that,” he said before taking a sip of his own lemonade. 

“You three are unbearable,” Rachel groaned. She hopped off her stool and set her sketchbook in her place. Then she went and ducked under the tablecloth, pulling out a covered plate. “This is for you.”

With a glance at her little sister’s exasperated face, Alice lifted the cloth from the plate to reveal a neatly stacked pile of pastries. Jake’s hand flashed out and stuck a candle in the topmost pastry. With the brief golden glow of a rune, the candle was lit. Alice looked at the three of them for a moment and then blew out the candle.

“Happy birthday!” Jake, Rachel, and Bendy cheered.

The angel boy was stuffing a jelly-filled pastry in his mouth almost before he’d finished speaking. Bendy shook his head, waiting for Alice and Rachel to pick out their treats before taking one himself.

She washed down a flakey, buttery, jelly-coated bite with a mouthful of lemonade. “Where did you get a record player?” she asked Jake.

He chuckled and shook his head. “Don’t look at me. I was just in charge of getting a hold of the records. Bendy brought the record player.”

The little cat’s face flushed a little as he pointedly stared into his glass. “I’ve had it for a while now. Someone put it out on the curb with the trash. I took it and fixed it up. It’s a little battered, but it works just fine now.”

Alice eyed the way his tail rapidly flicked back and forth. It was the best way she had to gage what he was feeling other than his face, his ears betraying nothing, and his emotions a complete mystery. She sensed nothing from him, though his face told of the wide range of emotions that should be coming from him.

“You know how to fix record players?” Rachel’s voice pulled her out of her thoughts.

Bendy shrugged. “There’s a lot of things I’ve learned at the library,” he said and then frowned. “Haven’t been able to go for a while though.”

“You learned how to fix this thing from a book?” Jake asked and stuffed his mouth with more pastry.

“There was an old dog I met there that used to work at a shop that built them. He saw me reading a book about it and helped me figure out what was broken, how to replace it, and then put everything together again.” The cat drummed his fingers against his glass and looked up at the sky. “We should have time for another dance or two before you all have to get home for dinner. If you want to, that is.”

Alice smiled brightly and set her glass on the table before taking Bendy’s hand. “I would love to.”

Jake took Bendy’s glass and placed a new record on the player. Rachel slid back on to her stool. The music started as the cat and angel reached the center of the circle. It was another swing number. 

Bendy stepped back and pulled her to him. They went into the dips and flips this time. Every move fluid. Every step light. The confidence clear in his eyes, even as they slid past hers. But his smile was gentle rather than the smirk she’d grown accustomed to seeing on his face whenever they danced. The song ended all too quickly.

She sent a pleading look in Jake’s direction. The other angel gave her a wink and started another song. The first few notes knocked the air right out of her. This place. This song!

_ We are going back to the beginning. _

Jake, you sly fox!

If Bendy was thrown by the sudden change in pace, it was for all of a heartbeat before he was pulling her closer and leading her in sweeping circles around their stage. The song he’d been singing when they first met, years ago, ringing through the area once again. 

They enjoyed the aroma of the flowers, the way the last bit of the sunray fell on the circle, the memories this song brought. She looked at Bendy as the song drew close to its end and, for once, he was looking right back at her. He was meeting her gaze directly. The sunlight reflected off his light eyes. She could see the determination and the uneasiness in them as he gave her a gentle smile.

“Happy birthday, Alice Angel.”

***

It was easier to avoid being seen by people who would stop him to ask questions when most of them were busy avoiding him in return. Bendy was grateful for the tradition he had with Jake and Alice. It gave him a sense of certainty. His preparations would definitely be more difficult to make if he had to worry about his best friends making sudden, unexpected appearances.

The demon had rolled and stashed a couple blankets from his nest to grab after he had gathered everything else he would need. Most of his day was spent working through his usual sources for food. Some jerky from the nice owl lady in the neighborhood where he’d stumbled onto Alice and Jake in the middle of filling the streets with giant bubbles that smelled like strawberries, vanilla, and pickle juice. A bag of rolls from the kind bear man at the bakery, just as warm and heavenly smelling as they had been every day for the last four years since the baker had set up shop in the Upper. A dozen apples from the angel man with the smiling eyes who ran the produce stand where he’d been given that first juicy fruit, the first apple he could remember eating. He was pleasantly surprised to score a block of cheddar cheese from an angel kid who claimed he’d gotten the wrong kind for a prank he was planning. The same kid who, on several other occasions, had too many crackers or his mom had packed him the wrong kind of grapes. Bendy considered himself lucky that he’d been able to find and repair an old knapsack behind the teashop where he’d first met Rachel and David. The repair job wasn’t perfect, and he didn’t expect it to last for long, but it should be enough to get him to wherever he was going.

He didn’t want to go, but he didn’t see any other choice. He was honestly surprised that he didn’t have warrior angels breathing down his neck already. Cazziel knew. He had to know. There was no way anyone could touch his horns and continue to believe they were ‘cat ears’. 

_ They can’t know you are a demon, little one.  _

Bendy frowned at the tattered knapsack he was packing. He knew that. He’d known that for as long as he could remember.

_ You will be safe as long as the angels don’t know. _

Well, they knew now. At least, one did. And Bendy couldn’t trust any angel to not turn him over. Even if Cazziel had always been overly enthusiastic in his attempts to help him. The angel had fallen through trees, gotten covered in all manner of wet or sticky substances, and endured panic-induced scratching; among other things; all while trying to help him. A demon. Did he regret it now that he knew? Did he think Bendy was bad? Bendy didn’t want to be bad. He tried so hard not to be bad. Was Cazziel mad at Bendy? Probably. . . . What would Jake do if he found out? What would Alice do? They were his friends. They cared about him. But Alice’s family made up most of the Angel Council. By all rules he knew, all of them were obligated to report him if they found out what he really was. If they didn’t— Well, Bendy didn’t fully understand Angel laws. He just knew they’d be in trouble.

The scar at the tip of Bendy’s tail ached. He massaged it between his fingers until the ache dissipated. It had gotten him this far, but it wasn’t enough. He’d gotten too careless. Too relaxed.

He took a last look through his supplies. He had food, blankets, two canteens filled with water, and the knit hat from Cazziel packed away. Winter boots were too hot and clunky, so they would be left behind. He would be wearing his jacket when he left. It was one Jake had outgrown and given him. And he didn’t have to worry about his record player anymore. It had been a bittersweet thing to give Alice his record player, but it was too bulky to take with him, and her birthday was the perfect opportunity to give it to her. It wouldn’t have done anyone any good to leave it in the hot spring cave.

Bendy made his way through the overflow tunnels, carrying the knapsack in front of him. He peered up through storm drains as he passed them. The one across from the library. Alice had taught him how to read there while Jake had distracted them with joke books. He’d discovered Mr. Felix’s adventure books there and spent hours pouring over every word. He hadn’t been able to go in there for weeks. Probably for the best now. He came across the storm drain Cazziel had rescued him from. He’d panicked then. He hadn’t wanted councilmembers to see him, even if Isaac was Alice’s older brother. He didn’t know what he would have done if Cazziel hadn’t come when he did. He could still feel the memory of the cold ice mercilessly scraping across his skin. He shivered. 

Eventually, he made it to the closest storm drain he could find near his first destination. He waited there for the people above him to finish returning home, for all the angels to land, for the sun to set. He fiddled with the straps on his knapsack and reinforced some of them more with his clumsy stitches. They weren’t pretty, but it gave him something to do to stave off his rising panic and the dread that knotted in his stomach.

After sitting in the dark for an hour or so, Bendy checked outside for passersby and then pushed the knapsack up out of the storm drain before he scrambled out himself. He swung the knapsack onto his shoulders and melded into the shadows as best he could without using his magic, avoiding the lights set at intervals for the angels assigned to patrol. There weren’t as many here as there were during daylight hours, not many people dared to attempt the climb in the dark after all.

He waited for the next patrol to pass before he made his way to the large pearly gates that stood towering over the head of the mountain path. They were beautifully and exquisitely crafted and radiated warmth. It was like the warmth of being around his friends magnified a hundred-fold. It was inviting in a way that made it a little hard to go through to the other side when he knew it was a dark winding mountain path instead of this warmth. He didn’t feel angel magic this concentrated very often, and yet it didn’t glow like he had expected. The only glow he could see came from the halos of the passing guards. 

Bendy stood under the arch of the gates for a moment, the feeling of hope radiating from the metal fighting off his uneasiness and dread. He glanced back at the angel city behind him one last time. This was it. He was really doing this. He wouldn’t be able to come back here once he stepped through this gate. He was leaving the only home he had ever known. The friends. The memories. The possible future adventures. 

Goodbye. Jake. Alice. 

He would miss them, and he knew they would be looking for him come morning. But he couldn’t stay.

He turned to face the dark, foggy path once more and took a deep breath. Then he stepped forward, the pull of angel magic rippled over him as he passed through one of the many barriers. Bendy adjusted the straps of his knapsack and set off into the fog. 

The first thing he noted was how difficult it was to see the path ahead of him. It wasn’t the dark though. His eyes fully compensated for that. The fog was just that dense. It seeped into his jacket and chilled him. It dampened the cool stone beneath his bare feet, making it slippery. That was alright. He could handle that. The claws on his toes dug into the rock, and he sunk the claws on his fingers into the stone wall as well when he reached it, determined to get a good grip on the slippery surface. The path was narrow. So narrow that he felt pieces of the ledge crumble behind him from time to time as he made his way down switchback after switchback. Bendy did his best to face the wall of rock stretching up above him rather than risk knocking himself off the path and taking the more direct route down the mountain.

The little demon went on like this for hours, his fingers and toes aching with the effort it took to keep him from slipping along the path. The scar on his tail ached almost constantly from the damp cold, and he could do nothing to ease it. Finally, the fog started to thin. He could see stars in the distant sky. And pinpricks of light here and there at the base of the mountain; way, way down at the base of the mountain. He knew that the narrow path edged a steep drop off, but he couldn’t see just how much of a drop-off it really was until now. The path wound down and down until it was nothing more than a sliver in the far distance. Right below him was nothing more than a several-thousand-foot drop and craggy rocks at the bottom. 

The world seemed to swirl and spin for a moment. A pit as deep as the drop behind him opened up in his stomach, and it suddenly lurched as though to send him over the ledge. Bendy dug his claws deeper into the stone and pressed his face against it, trying to steady his breathing so his vision would stop spinning. Bendy hadn’t meant to look straight down, he really hadn’t, and now he mentally kicked himself for the slip-up. No. Bad choice of words.  _ Very _ bad choice of words. There would be no slipping!

Heights didn’t usually bother him. He climbed trees and had his shadows toss him around for fun! For  _ fun _ ! This was fine. He was fine. He just had to slowly and carefully work his way down the path. He could do this. He had to do this. The wind blowing across his face was refreshing! Not borderline pushing him away from the stone wall with every gust. Stars above, he was grateful for his demon strength. He’d have been blown away hours ago without it. His knapsack just provided more surface area for the wind to try to snatch him from the rock face with. He was fine. Bendy just focused on keeping his feet from slipping out from under him as he edged his way along.

Eventually, he passed through one and then a second rest area. They were carved into the side of the mountain, like shallow caves. They were flat and wide enough for several tents to be set up at a time, though there were only a few at the moment. Probably due to the early time of year. Firepits, recently burned down and ages-old alike, dotted the spaces between the tents. Names with dates and various messages of encouragement and boasting covered large sections of the cave walls. Bendy didn’t allow himself to stop to look at them for long though. He couldn’t afford for his limbs to grow stiff during a long break. And he rather not be there when the sleeping climbers woke. So he drank some water and ate a little bread and continued on his way.

The path wasn’t so narrow anymore. The drop off the ledge was less and less extreme, though Bendy did his best not to check on it too often. He was able to relax his claws slightly, the fog no longer making the stone damp and slippery, though he didn’t trust the path enough to retract them completely. 

The forest was beginning to creep its way up against the path so that Bendy could have run his hand along the tops of the trees if he had really wanted to. He considered just scaling down one of the tall trees, but then he would lose his road to civilization. It was tempting for a moment. It really was. How could the angels find him if he couldn’t find himself? But he also wouldn’t be able to tell how far away he was getting from the Upper if he just wandered through the wilderness forever. So he remained on the Angels’ path.

Sunrise greeted him not long after he spotted the first signs of chimney smoke rising from the town at the mountain’s base. It was no longer pinpricks in the distance but clusters of buildings waiting just up ahead. Just a little further. He forced himself to go just a little further. Side trails started to branch off from the main path, leading to individual homesteads outside of the main town. When the sun began to peek through the trees and he felt like he couldn’t keep his eyes open any longer, Bendy turned down one of the paths.

He found a log cabin. He couldn’t tell if anyone was there at the moment or not, but he was too tired to care. There was a shed of some sort off to one side of the yard. Dragging his tired, aching body over to it, Bendy pushed open the door and found wood stacked up to the ceiling several rows deep along one wall and tools hanging from hooks on the opposite wall. He blinked sleepily as he gave the little room a once over. It would do. 

The little demon shut the door and pulled his blanket roll from his knapsack. He curled up in a corner and started to drift to sleep. He’d made it. He was down the mountain. Out of the Upper. Happy birthday to him. 

***

It was dark out when Cazziel woke up. It was either much too late or much too early to be awake, but he couldn’t sleep anymore. With a groan, he rolled so he was sitting up and blearily blinked at the shadow-filled room. How had he gotten to the bed? He couldn’t remember. Stars, he’d been exhausted. 

Scrubbing a hand over his face, the angel shuffled across the room and flipped on the light. He glanced at the alarm clock on his nightstand. It wasn’t quite five in the morning yet. Had he really only slept nine hours? After nearly three days of no sleep? That couldn’t be right. 

Cazziel made his way through his mostly dark apartment, stepping over the bag and shoes he’d discarded on the living room floor on his way to bed. When he opened his front door, he found the daily newspaper on his doormat. No. Three newspapers. He frowned, closing the door before checking the dates. Thursday, April 25th; Friday, April 26th; and Saturday . . . April 27th. Cazziel closed his eyes and mentally counted up. That meant he’d been asleep for . . . just over two days. He’d slept for two starfallen days! His stomach growled loudly. Well, time for breakfast.

He dropped the papers onto the kitchen table and went over to his refrigerator. The angel pulled out a few eggs along with a slab of bacon and a loaf of bread. Cazziel turned on the burner and set the skillet on to heat up while he sliced bread and bacon. The bacon slices got placed carefully in the skillet, sizzling away while the angel returned the rest of the slab and the loaf of bread to the fridge. After several long minutes, he was able to move the crispy bacon slices to a plate and crack the eggs into the now greased skillet. He turned another burner on low and placed his bread slices on it. 

The angel loaded his plate with fried eggs, bacon, and toast and sat at the table. He idly glanced over the papers and suddenly froze with a piece of bacon halfway in his mouth. He stared at it. 

Bacon. Bacon soup. Bendy!

Stars above, there was a  _ demon _ in the  _ Upper _ ! He needed to tell someone! No. This was the kid. He wasn’t dangerous. Right? He should just talk to the kid. But it was five in the morning, the kid wouldn’t be out and about yet. He had work today too. Dammit. He needed to talk this out with  _ someone, _ or he was going to lose his mind. 

Shoveling the remainder of his breakfast into his mouth as quickly as he could, Cazziel darted around his apartment to find fresh clothes and get dressed. He threw on his shoes, not bothering to tie them, and tucked in his shirt as he was going out the front door. He nearly tripped on his laces before he ran far enough from the cover of the building to take off.

The fresh, early morning air helped him organize his thoughts somewhat. Well, enough to know that they really were a jumbled mess. He landed outside of another apartment building on the other side of downtown. The short flight was just enough to warm up his stiff wing muscles. Cazziel quickly ran a hand through his messy hair as he marched up to the building and knocked on a door. After a minute with no response, he knocked again. Louder. Just as he was getting ready to knock a third time, a light turned on inside and the door opened enough for Willen’s disgruntled, half-asleep face to peer out over the chain.

“What. The. Hell. Cazz? Do you know what time it is?” the other angel demanded.

“I need to talk to you!”

“Can’t it wait until the sun is actually up? Why are you even up?”

“I slept for two starfallen days, Wil! Can you please just let me in?” Cazziel begged.

Willen looked over his disheveled appearance, narrowed his eyes, and closed the door. Cazziel blinked. What?

“Wiiiiiiiiiiiiiiil,” Cazziel whined and leaned his forehead against the door.

The door suddenly flew open again, and Willen dragged Cazziel into his apartment by the arm.

“What are you, six?” Willen hissed, closing and locking the door again. “You are going to wake up the neighbors!”

Cazziel grabbed the other angel by the shoulders. “We have a  _ very _ big problem, Willen.”

Willen blinked and then shrugged out of Cazziel’s hold. “I need coffee before you start spouting nonsense at this hour.”

With a frustrated groan, Cazziel plopped down in one of the chairs at the kitchen table. His leg bounced almost nonstop as he waited for his friend to finish up in the kitchen. Finally, Willen returned with two mugs a steaming pot of coffee. He sat across from Cazziel and poured coffee into one of the mugs, inhaling the smell before taking a sip of the drink. Cazziel reached for the other mug but was blocked by Willen’s free hand.

“Let’s hear how crazy you talk before you get caffeine in your system.”

Right. He was here for a reason.

“I don’t know what to do, Wil!”

“So, it’s about the kid then.” Willen took another swig of his coffee.

“He’s a demon! In the Upper!”

Willen choked and started coughing. Cazziel waited anxiously for Willen to catch his breath. The other angel gave him a hard stare.

“Start from the beginning. You aren’t making any sense.”

Cazziel scrubbed at his face with his hands, his knees bouncing up and down with his nerves. “Right. Beginning. So, after I got home from work, I found the soup you made and decided to eat it at the park and watch the sunset. Which was really good, by the way. And I was sitting there, eating soup, when the kid showed up. He was hiding, watching me from a bush, but I could tell he was there. So I invited him to eat some soup with me because it was  _ bacon _ soup, and one of his friends told me how much he likes bacon, and I figured he was hungry too.”

“Breath, Cazz,” Willen reminded him. He watched him with furrowed brows. “Get to the point.”

“Well, the kid thought I was being too gloomy when, really, I was just tired after the long flight. So I went to ruffle up his hair,” Cazziel said, staring at his hand. “And I accidentally touched his ears.” He looked up at Willen with wide eyes. “But they weren’t  _ ears, _ Wil!”

Willen frowned. “Not ears? What are you talking about, Cazz? I’m not going to have to report you for something, am I?”

What? Cazziel blinked, his thoughts simultaneously trying to catch up and rush ahead. Then the other angel’s words clicked, and he felt the blood drain from his face. “Stars, no! That’s not it at all! No!” He shook his head vehemently. “The kid doesn’t have ears. They are horns. Horns, Wil! He’s a demon! And then he ran away!”

“Well, I wouldn’t exactly call him running from you a new development. How sleep-deprived were you, exactly?” Willen asked, pouring himself another mugful of coffee. 

“I’d been awake for over two days. But that is beside the point! I felt his horns!” Cazziel draped himself over the table and stretched his arms across.

“Alright. Let’s say he is a demon. Why don’t you just turn him in to the warrior angels.” The angel took a big swig of his coffee.

Cazziel popped his head off the table. “But he’s a kid! They’d kill him or, at the very least, interrogate him and put him on trial. Throw him back to Hell.” He grimaced.

Willen rolled his eyes. “Then do nothing.”

“He’s still a demon though! By the Thrones, how did he even get into the Upper? He’s lived here for years. He’s become friends with kids from two different archangel families!” Cazziel froze as a horrible thought came to him.

_ They’ll be tryin’ to lead away the younger generation, like that damn cat! _

“What if that old codger was right?”

“Do you really believe that, Cazz?”

Cazziel felt tears welling up as he stared at Willen for a moment. “I don’t know!” he whined.

“Oh, horsefeathers!” Willen swore, jumping a little at the outburst. “Have you talked to him yet?”

“Talked? I’ve been asleep for the past two days. And I’ve got work again today.” He groaned and pressed his face against the cool wooden surface of the table. Tears leaked from his eyes, but he couldn’t be bothered to care. “I’m so starfallen confused, Wil. I’ve been trying to help this kid since before I left to get my wings. I still want to help him. But what if he really does pose a danger to the Upper? What if he somehow lets in  _ more _ demons and I don’t do anything to prevent that? But what if he’s just a good kid?”

“You know what I’ve noticed? You haven’t used the kid’s name the entire time you’ve been over here,” Willen said, setting down his mug and leaning on the edge of the table. 

That gave Cazziel some pause. He’d used his name. Hadn’t he? He frowned. He couldn’t remember.

“So the real question is this. Is he just ‘the kid’ or is he ‘Bendy’? Because I’m pretty sure the one I’ve been helping you look out for all these years is Bendy. Since when is one little question about Bendy’s nature enough to shake your resolve to help him, huh?” Willen demanded. “Nightmare creature straight out of a Surface campfire story. Horror of history. Sworn enemy of light. Devourer of souls. Does that sound like the Bendy you worry over like some mother hen?”

No. That wasn’t right. Bendy—Bendy was . . . cute. He was shy and nervous and kind. Bendy was his ‘’lil buddy’. He was the light and life of the party on the dance floor. He was definitely cautious. He hadn’t wanted to go to the healers when he was injured. But he had trusted Cazziel and Alice enough to take care of him when he was hurt. Bendy had come to check on him after he’d had a rough day at work. . . .

“Bendy . . . is a good kid. I don’t know how he got here, but he’s a good kid,” Cazziel sighed.

“It’s about damn time you got your head on straight,” Willen snorted and finished off his coffee. “Now, unless you have some other existential crisis you absolutely need to get off your chest this sunforsaken early, I’m going to have to kick you out so I get ready for work.”

Work. Oh stars! “I have to work today!” Cazziel groaned into the table.

He could hear coffee being poured and then something warm and smooth bumped his arm. He turned his head to look. It was a steaming mug.

“Drink this and then get out.”

Cazziel sat up and hummed appreciatively as he swallowed a mouthful of coffee.

“You’re a good friend, Wil.”

“Yeah. Shut it, ya kiss-up.” 

**Notes for the Chapter:**

> *The spotlight once again lights up the stage. The blue ghost grins.*  
> And we are on our way! And we got Bendy's birthday on Bendy's birthday! I am so unbelievably happy about that! Things will be a bit more split up from here on out, but we will finally get to see the Surface! I hope you all are ready because I have some fun things in store for future chapters.  
> As usual, feel free to leave a comment! I love hearing from all of you!  
> Until next time and have a wonderful existence!  
> *The ghost waves until the stage goes dark.*


	7. Where is Bendy?

**Summary for the Chapter:**

> A party is planned and discoveries are made. And the question on everyone's mind: where is Bendy?

**Notes for the Chapter:**

> *The curtains open to reveal a spotlight on an empty stage. After a few moments of awkward silence, a blue ghost floats up out of the floor and looks around in a daze.*  
> What day is it? Ah cuss, I missed Monday again. Well, welcome to another chapter of Just an Alley Cat! I fell a little behind with my writing schedule for this because of a writing prompt Tap pulled Mercowe and me into. It's been a lot of fun. Just another day in the afterlife of a project hopper.  
> I hope you all enjoy the chapter!  
> *The stage fades to black.*

The sun had been up for hours. And so had Alice and Jake. They had spent all morning setting up their surprise for Bendy. They had managed to get a cake and had thirteen balloons filled with confetti and helium tied to the table legs. Everything was set up in a little gazebo on a hill overlooking the city. There were streamers and the table had a decorative cloth anchored at the corners so it didn’t blow into the pitcher of punch. They had bacon-wrapped hotdogs and buns and a big bowl of potato chips and more condiments than they knew what to do with. 

“Alright, that should do it,” Jake said appraisingly as he set the cakebox on the table.

They had everything. Except the birthday boy. 

“Time to find Bendy then.” Alice grinned.

After they had ensured that all the food was properly covered and they had hung up a sign warning others from messing with their little party set up, the two angels split up to search for the cat. Alice checked the bakery, around the park, and the library. He wasn’t there. Jake met up with her on the far side of downtown, near the grocers and the pharmacy. 

“Any luck,” Alice asked hopefully.

Jake shook his head, then briskly pushing his bangs back out of his eyes. “I ran through all the neighborhoods and checked up all the trees I passed. No sign of our flighty feline friend.”

Alice sighed. “He has to know we have _something_ planned for today.” She frowned. They had planned something for Bendy’s birthday every year since they had met. He knew the drill. So where was he?

“Alice? Why are you stroking a lettuce?” She jerked out of her thoughts at the familiar voice.

“David! What are you doing here?” Alice fumbled as she nearly knocked over the neatly stacked display of lettuce heads.

He blinked at her slowly, unimpressed. Just behind him, an angel girl tried to stifle her chuckles in her sweater sleeve. 

“Leila and I were on our way to the library.”

The girl composed herself and smiled cheerily. Alice could feel the amusement coming off her in waves. Heat rushed to her own cheeks. 

“Oh! Well, I wasn’t— I mean, I was just—”

David raised a brow at her and she sighed in defeat.

“While we have the two of you here. Have either of you seen Bendy?” Jake asked. Alice gave him a grateful smile and he winked at her.

“Bendy?” Leila frowned.

“I haven’t seen the alley cat since last week,” David said in his usual monotone, though Alice caught the spark of interest in his eyes.

“Oh, him!” the younger angel girl said knowingly. “I saw him heading into the bakery yesterday on my way to school.”

Alice sighed again and wilted against the brick face of the grocery. 

“Are you kids friends with that young cat?” 

Jake, Leila, and Alice all startled at the appearance of an angel man with smiling eyes that were tinged with worry. David snorted at their collective response.

Alice collected herself and gave the man a smile. “We are. Have you seen him at all today?”

The man shook his head and readjusted his grip on the garden hose in his hand. “He dropped by yesterday afternoon. I had a bag of apples for him. The kid’s always been skittish, but he seemed particularly on edge,” he said, his brows furrowed. 

Alice and Jake shared a worried look. Bendy had been openly anxious enough that the guy who kept the produce fresh at the grocery was worried. 

“We’ll check up on him just as soon as we can find him,” Jake assured.

Before they walked away, Alice bought the lettuce she’d been touching. It had seemed rude not to, especially with one of the grocers right there. She absentmindedly pulled off parts of one of the leaves and ate them as they walked down the street.

“Alright, what’s the plan now?” Jake asked. 

Alice hummed. “We still have two of the largest areas to cover left in our search. Even if the two of us split up again it would probably take us all night,” she said with a glance at the clocktower in the square. “And it’s just after lunch now. We’ll have to change our plans for Bendy’s birthday surprise if we don’t find him soon.”

“Right. So do you want to take the forest or the runoff tunnels?” Jake nodded seriously.

“Oh? Can we help?” Leila asked excitedly, bounding forward so she was walking backward facing the two of them. Her light wavy curls blew into her face and, if it hadn’t been for her halo, Alice could almost have mistaken the younger girl for one of the fae with the determined curiosity and underlying hint of mischief coming off of her.

“We?” David frowned.

Leila turned her grin on him. “Don’t tell me you aren’t at least a little bit interested in figuring out where the missing cat boy is? You told me about how much the birthday thing seemed to mean to him.”

David blinked at his friend slowly, his expression deadpan, before sighing. “Fine.” His shoulders fell a little. 

Wait . . . what? Alice stared as Leila crushed her brother in a hug, the girl’s triumphant smile beaming at him. David grumbled but didn’t move to shake her off.

“How come she gets to hug him but I can’t?” Jake whispered loudly to Alice.

“Because you’re annoying and Leila isn’t,” David said bluntly and rolled his eyes. 

Jake spluttered and whined in protest as David ignored him and turned to face Alice. “We can search the forest for the cat.”

“I’m sure we can get Rachel’s help too. She said something about being out there today anyway,” Leila added, letting her hold on David slip so she was leaning against him with her arm around his shoulders instead of clinging to him. 

“Thank you. Let us know if you find him. If not, we will see you both at home for dinner,” Alice said gratefully.

“Oh! A formal invitation to dinner,” Leila said excitedly.

“Like you aren’t there almost every night anyway,” David scoffed. He turned and started walking away, pulling out of the girl’s grasp.

The girl chuckled and waved to Alice and Jake before hurrying after David, a slight skip in her step. They were heading away from downtown. Alice breathed a sigh of relief. They had help now. It was only a matter of time before they found Bendy.

“Alright.” She turned to Jake. “Let’s check those tunnels.”

The two of them walked for a bit, looking for a storm drain in an area that didn’t have many people around. It took them half an hour before they wound up at one on the opposite side of the park from the square. Alice gave Jake a look and handed him her lettuce before she knelt down and crawled backward until she could slide her way into the low opening of the drain. She slowly extended her arms until she was hanging just by the tips of her fingers and then let herself drop the remaining foot or so to the floor below. She stepped to the side so Jake could come down as she brushed dirt from her dress. 

Even with the sunlight that fell through the storm drain overhead, the tunnel was dark. It would be nearly impossible to see Bendy’s black fur in the nearly nonexistent light. Alice frowned. What to do. . . .

Jake dropped the lettuce down to her before he slid down next to her. He nearly tripped backward before catching himself. He grimaced as his fumbling steps caused him to splash the dirty water trickling down the center of the tunnel on his socks. He looked at her. “Which way first, Al?”

She looked at the leafy vegetable in her hands, a grin crawling its way onto her face. Alice concentrated on a light rune at the back of her mind and soon the head of lettuce in her hands glowed like a lantern, illuminating the tunnel around them. She looked at the darkened tunnel that spread before them in either direction, trying to imagine the streets over their heads. Jake blinked in surprise at her lighting solution and chuckled.

“Since we haven’t found him yet, he is likely to be as far from people as he can get. Somewhere quiet,” Alice mused. “Let’s start on the outer edge of the tunnel system and work our way in toward the city.” 

“Right.” Jake nodded and the two of them turned to the left and headed down the tunnel using the lettuce to light their way.

The two of them walked for hours, checking every nook and crevice they could find. Having to double back in places where the tunnel had collapsed and never been repaired. Worry and dread were starting to pit in Alice’s stomach and, from the look on his face and the emotions coming off of him, Jake was getting anxious too. There was no sign of Bendy. No indication that he spent any time down there at all, though Alice knew he did. She knew his nest was somewhere down in these dripping tunnels, so he was at least down here when he slept.

Jake kept up an intermittent chatter as they walked and Alice could tell he was trying to fill the silence. He joked about the strangeness of using lettuce as a light source, even as he nibbled on a glowing leaf, and wondered about how Bendy could sleep in these creepy, dark tunnels with how damp they were. He commented on what street was above them and the chatter and noise they could hear when they passed the storm drains. Alice would give him distracted responses, focused on the tunnel floor and walls as she looked for any sign of the missing alley cat.

“Have you ever thought about the fact that we’ve never really had to _search_ for Bendy before?” Jake commented, pealing another leaf off the head of lettuce. 

What? Alice paused in her inspection of the drainage pipe that led into the runoff tunnel they were standing in.

“I mean, yeah he was kind of like an urban legend for a couple years before we met him. But ever since we became friends with him the two of us have never really had to look too hard to find him if we really wanted to spend time with him.” The angel boy bit into the leaf. “He’s always in one of a handful of places or running about town where we can easily find him. And even when we don’t get to see him for a few days, we’ve always found him rather quickly on important days.”

“Are you saying that he’s avoiding us?” Alice asked quietly.

“Of course not!” Jake declared. “I mean, yeah he’s always been a bit skittish. But with us, he would never. . . . Right?”

The two of them shared an uneasy look before continuing on. After a while, they came across a hole in the wall that was a couple feet above the tunnel floor. Alice had expected debris to litter the floor here like around the caved-in areas, but it appeared to be swept clear. She looked at Jake and he nodded. 

They carefully climbed through the hole to find the dead-end of a smaller, secondary, overflow tunnel that was collapsed on the side leading to the rest of the tunnel system so that it created a small room-like space. The rubble was stacked to one side so that the majority of the floor was clear leading up to a circular mass against the back wall. Alice approached it, holding up the now slightly wilty lettuce so she could see the mass better. It was the size of a two-person sofa with a large rounded indent in the center that looked like someone had curled in a ball there frequently. A nest. 

“It’s a lot drier in here than the other tunnels,” Jake noted. He approached the nest and frowned down at it. “Is this—”

“Bendy’s nest,” Alice said quietly, both of their voices sounding too loud in the small space.

It was made up of dozens of blankets interwoven together, but one side was torn apart and flopped over. Alice looked down and realized that several blankets were bunched up and strewn across the tunnel floor like someone had pulled apart half the nest in search of something . . . or someone.

“Bendy has always talked about his nest with pride. Like it’s a work of art in a way.” Alice held up the corner of a wool blanket woven into the outer lining.

Jake ran a hand along the solid side of the nest. “He’s so particular about his blankets too. I’ve never met anyone else who touches and tests them the way he does.”

“This looks like—” Alice cut off, staring at the mess scattered around them.

“Like Bendy put up a fight that tore up his nest,” Jake finished weakly.

Alice could feel the horror burrowing out a hollow space in her chest to the point where she couldn’t tell if it was all her own or if Jake’s was mixed in there too. They looked at each other. 

Had Bendy been “ . . . catnapped?” Alice choked. 

***

Cazziel really hoped that these monster attacks let up soon because the long flights to and from Brasil and weeks on end away from the Upper were going to be the death of him. Whether from exhaustion and sleep deprivation or worrying about the kid, the angel wasn’t too keen on the idea. The return message hadn’t been as urgent this time, so Cazziel had been able to stop and rest at night. Unfortunately, that meant he had also been gone two extra days. The bright side was that he would be awake and rested enough to actually talk to Bendy if he saw him.

The angel stretched his arms and wings out, tilting his head back to feel the sun on his face as he made his way through the park toward his apartment. A little food in his system, maybe a shower, and he’d be ready to look for the little ‘cat’. Cherubs and Thrones it was strange to think of the kid that way now. As a cat but not really a ‘cat’. 

“Cazziel!”

“Cazziel, you’re back!”

Two frantic voices pulled him from his thoughts. He folded his wings and turned to face the pair of young archangels. 

“Whoa! Where’s the fire?” Cazziel chuckled. He looked down at their faces as they skid to a stop in front of him. The worry and anxiety coming off them hit him in the face like a brick. “What’s wrong?”

“It’s Bendy,” Jake said. The usual mischievous light missing from his eyes. 

Bendy? Did they know the kid was—

“He’s missing,” Alice choked. Her pretty face was scrunched, her lower lip and furrowed brow trembling almost imperceptibly. “Nobody has seen him since the day after my birthday and we didn’t realize he was missing until the next day when we couldn’t find him for _his_ birthday surprise. We think he might have been catnapped.”

Cazziel frowned. That wasn’t good. “How long ago was that?” 

“Just over a week. We’ve looked everywhere multiple times. We even found his nest. It was wrecked.” The girl was more distraught than Cazziel had ever seen her. Stars he hated seeing kids upset.

Jake nodded solemnly. “The runoff tunnels are too small for a grown angel with wings to fit down there. So it has to have been someone else. Maybe a demon.”

Alice smacked the boy in the shoulder with her open hand. “How by the Thrones would a demon get into the Upper?” she demanded. He shrugged sheepishly.

Cazziel grimaced. At least he knew that they didn’t know Bendy’s secret, but their frantic line of thinking was hitting way too close to the limited amount of truth he knew himself. The kid’s messed up nest could be an indicator of abduction, but it was more likely a sign of panic. He’d been missing for a whole week. Cazziel had been away for just over a week! Stars above, was the kid hiding because of the bacon soup incident?

“Can you help us find him, Cazziel? You’ve spent more time looking for him than anybody,” Alice pleaded. 

“Please?” Jake added hopefully.

They were making those faces. 

Those so-near-to-tears-if-you-say-no-you-are-a-monster faces.

Damn his bleeding heart! He would have done it even without the faces the younger angels were giving him. He’d been thinking about how he’d approach the kid all week and now he’d have to find him first. And Cazziel could blame no one other than himself for the kid hiding.

Cazziel nodded and unfurled his wings again. “I’ll find him.” He gave the two of them a weak smile, trying to keep his own emotions calm so he wouldn’t upset them further. He could panic later. Hell, he probably _would_ panic later. 

Taking a few steps back, Cazziel’s wings beat at the air and he was off. His eyes scanned the ground for the familiar little demon, even though he knew he wouldn’t see him. Not if the kid didn’t want to be found. He circled around and closed in on a street of shops on the northern edge of the city. He landed and hurried around to the back street, counting doors until he reached the one he needed. Cazziel flung the door open and burst into the room.

“Wil!” he shouted as he frantically looked around for the other angel.

“Sunblazin—” 

Cazziel followed the exclamation to see Willen sitting tensely in a wooden chair, his wings fluffed up in surprise and agitation. His surprised expression quickly turned into a scowl. “What the hell are you doing here, Cazz? I’m in the middle of work.” 

He stood from behind the desk and marched over to a storeroom with a clipboard. Cazziel trailed behind him.

“It’s the kid.”

“Of course it is,” Willen scoffed. “Whatever mess you’ve gotten yourself into with him this time, don’t you think it can wait until I’m _off_ the clock? Have you even talked with him about your last freak out yet?” 

The angel threw open the door to the storeroom and the office was enveloped in the aroma of spices. He pointedly ignored Cazziel and started digging through a crate, stacking little glass jars filled with cloves on the shelf next to him. 

“I haven’t had the chance to talk to him and now Bendy is missing, Wil! His friends came to me almost as soon as I got back today,” Cazziel sighed. 

“Then why are you here instead of out there?” Willen said exasperatedly and Cazziel could hear the eye-roll in his voice. “You’re the one with the homing talent, not me.”

“That’s—”

Cazziel blinked and frowned. Willen was right. Stars, he was such an idiot! This was why he came to Willen! Cazziel leaned against the doorframe and closed his eyes. Kid. Where was the kid? He let his senses wander across the Upper. Nothing in the city itself. Nothing in the forest surrounding it. Cazziel’s frown deepened. That couldn’t be right. He let his senses roam further. Nothing. Nothing. More nothing. There! It was faint from this distance and he’d have to get closer to know where it was for sure, but that was the kid.

“Found him!”

“Oh stars!” Willen nearly dropped a small case he had been loading the spice bottles into and glared up at the other angel. “Good, now you can leave.”

“There’s a slight problem,” Cazziel said sheepishly, his wings and shoulders drooping. Willen looked unimpressed. “He’s not in the Upper anymore.”

Willen groaned. “Being in the Upper is a problem. Not being in the Upper is a problem. Will you make up your starfallen mind, Cazz! Maybe it’s not a bad thing that the kid left. You don’t have to worry about him anymore.”

Not worry? How could he _not_ worry about the kid? He was a demon! Yeah, it was concerning that he had been in the Upper for years, but he was a kid. Being alone on the Surface wouldn’t be much of an improvement as far as the kid’s safety was concerned. Was he eating? Did he have a place to stay? Was he still terrified out of his mind?

Cazziel watched Willen add bottles of cinnamon to the little wooden cases stacked behind him. He couldn’t just do nothing.

“I’m going to go look for him,” he said, his voice calm and decisive. 

“What?” Willen looked up from his task with a frown. “You just said the kid isn’t in the Upper anymore.”

“That’s exactly why I have to go and make sure he’s safe! I can’t just leave Bendy to fend for himself on the Surface knowing I’m the reason he left in the first place.” Cazziel pushed away from the doorframe.

“And what about your job? Are you just going to flake on your work?” Willen stood and stepped around the cases of spices.

Cazziel shook his head. “I’ll do my next delivery and make sure the kid is alright on my way home.”

Willen sighed. “I’m not going to be able to talk you out of this, am I?”

“Nope,” Cazziel said with a determined smile. 

“Just be careful, idiot. Don’t fall over this.” Willen looked at him with resignation.

Cazziel chuckled, breathing in lungfuls of cardamom heavy air. “I don’t plan to.”

***

The sky had long since been dark when Bendy decided it was time to stop for the day. It had been about two weeks since he had left the Upper and he had been trudging through darkened forest for most of that time. He’d come across a small town or two, but that was it. Alaska was even larger than it had seemed on the pages of the atlas at the library. And it had looked huge even then.

Bendy was tired. His hands and feet were cold, though the rest of him felt oddly warm. Hot even. He tried not to think about it. All he wanted was to find a good spot to curl up and sleep.

That’s when he noticed lights flickering out through the trees up ahead. There were shouts and laughter. When he was finally close enough, Bendy realized it was coming from a small city of tents. There were a few that were huge! Almost towering above the trees. But most of them were smaller. The bigger tents were round, striped, and had little flags flapping from the tops of their support poles. Posters were plastered to the outside of their canvas walls. Some of the smaller tents matched them. But most of the small tents were plain and more rectangular in shape. The voices were coming from these tents. Gruff admonitions to “go to sleep already” and lighthearted jokes carried on the wind as lanterns were snuffed out for the night. 

Bendy quietly made his way past the rectangular tents and to the opposite side of the tent city. Strange animal sounds came from some of the smaller striped tents and from wagons that had tarps staked down to cover them, hiding the creatures within. He came across a quiet little striped tent and peered inside. It was filled with stacks of wooden crates and bales of hay. A couple of the hay bales had been broken apart and left in a pile next to the other bales. 

The little demon glanced around to make sure no one was watching and then slipped into the tent. He went to the pile of hay and looked it over. It was dry in the tent and the hay wasn’t as pokey as he’d worried it would be. It looked downright heavenly. 

Bendy yawned. He’d just sleep for a few hours and then slip away before anyone knew he was even there. Yeah. That was a good plan. Bendy dropped his nearly empty knapsack next to the haystack and crawled in, covering himself in a layer of hay to keep warm. He was out cold almost before his head was settled. The smell of fresh hay surrounding him.

**Notes for the Chapter:**

> *Spector floats into the spotlight.*  
> Everyone is having a rough time of it, aren't they?  
> I'd like to give a big thanks to Tap and Mercowe for their help with this chapter. That first scene exists because of their feedback and input from Fhonix in the comments section! I love hearing from all of you, it helps me make this story better!  
> As always, feel free to leave a comment and have a wonderful existence!  
> *Waves until the stage goes dark.*


	8. Fuzzy Memories

**Summary for the Chapter:**

> Bendy wakes up to a surprise and memories get a bit fuzzy.

**Notes for the Chapter:**

> *Spector flies out onto an already lit stage.*  
> Hello! Welcome to another chapter of Just an Alley Cat!  
> I've been looking forward to getting to this point for a while. So I'm excited to see what you all think of the new characters joining us! This chapter is a bit late because of a major block I hit while trying to get to know one of these characters in particular. But it's here now!  
> I hope you all enjoy the chapter!  
> *The stage fades to dark.*

Morning chores were in full swing. Koko and the other clowns were cleaning the midway and restocking the prizes at the game booths. Timothy and Dumbo were leading some of the children in cleaning up the house seats in the big top. Donald was getting a jump on preparing breakfast. The entire circus was caught up in that haze of real life that hit with the rising of the sun. The preparation necessary to cast the magic once more in the evening. 

Ortensia grabbed the wheelbarrow from just inside the feed tent and wheeled it over to the haystack. Barrett, the strongman, came in behind her and grabbed several hay bales from the pile, winking at the bunny children milling around eagerly on his way back out of the tent. 

“Okay sweeties, you know what to do,” Ortensia said.

“Yes, Mama!”

“Okie dokie!”

“Junior stepped on my tail!”

“Did not!”

“Can I ride the horsies today?”

The little bunnies started filling the wheelbarrow with hay even as they joked and bickered. The cat woman smiled and started prepping feedbags with oats. They had a dozen show and trick horses and the petting zoo animals to feed, the strongman was taking care of the giraffes and elephants, the lion tamers were feeding the big cats, and—

“Mama, there’s a boy in the hay!” 

Ortensia blinked down at the little bunny in surprise. “What boy, Frilly?”

“A sleeping boy, Mama!” Frilly loudly whispered in excitement, tugging on Ortensia’s skirt.

Carefully setting down the feedbag she was working on, Ortensia followed Frilly back to the haystack. The other children were huddled around something she couldn’t quite make out through their furry little bodies until she was close enough to peer over their heads. 

There in the hay was a small figure curled in a ball. The boy was mostly covered in hay, the hood of his oversized hoodie starting to slide off his head and revealing his face and two pointed black ears. His brow furrowed as he stirred at the children’s excited whispering. His clothes were oversized and covered in hay, his black fur was wild, and all of him was coated in dirt.

“Don’t crowd him now,” Ortensia said, ushering the little bunnies back to a chorus of protests. She scooped up Tony when he refused to move, setting him on her hip.

The boy blinked his eyes open, staring up at the ceiling of the tent in a daze. He frowned.

“Good morning,” Ortensia greeted warmly. “Looks like you spent the night here. Would you like to join us for breakfast? We have bacon and eggs going.” She tilted her head to the side and shrugged. “We have plenty, after all.”

He stared at her wide-eyed then jumped up and bolted. Or tried to. Ortensia could only watch in horror as the boy’s feet got tangled in the straps of a bag and he tripped over the wheelbarrow. He tried to roll back to his feet only for one of them to slip into a hole in the ground. The same hole she had been warning the kids away from for the past few days. The one that was only there because the feed tent had originally been set up a few yards too close to the petting zoo tent and had to be moved. The young cat yelped and hissed in pain as he collapsed on the ground next to the hole. He quickly sat up and attempted to free himself. And tried again. But he didn’t appear to be making any progress. A look of rising panic crossed the boy’s face. His fur started to puff up and his tail lashed against the dirt-packed ground.

“Mama!” Summer gasped.

“I know. I saw,” Ortensia sighed. Tony hopped out of her arms and followed closely behind her as she approached the young cat. “Are you okay? Are you stuck? Hurt?” The boy gave her a wary look, his whole body tense. “You know you’re not in trouble, right?”

“That was really silly, mister,” Tony said.

The kid chuckled awkwardly and winced. “Mister? That’s a first.” He glanced up at the cat woman but didn’t meet her gaze. “I’m sorry. I know I shouldn’t be here.”

She smiled and shook her head. “You’re not the first, and you certainly won’t be the last.” She knelt next to him to examine the hole more closely. The boy’s eyes dropped down to his leg as he tried to pull his foot out again, slipping further into the hole. Ortensia held her hands up where he could see them. No sudden, unannounced movements. “Will you let me help you, please?”

The boy watched her hands, his gaze flitting to her face for only a brief second, and nodded stiffly. Ortensia nodded in return, her expression serious, and slowly moved her hands to his leg. She carefully gripped just below the boy’s knee and, with a twist and a pull, popped his leg out of the hole. Then she let go and sat back on her heels. 

“Thank you,” the boy said quietly. His tail wasn’t lashing as wildly as before, but it was still rather puffed up. 

Ortensia smiled softly and stood. “You’re welcome. Are you able to stand and put weight on it? You are more than welcome to come and join us for breakfast or be on your way if that’s what you want to do.”

With a grimace, the young cat used the tent pole behind him to pull himself to his feet and try to put weight on the freed ankle. He winced.

The woman stepped closer, her hands outstretched but not touching. “Hey now, no need to act all tough. Let’s get you somewhere we can look at that ankle properly. You can lean on me or I can carry you piggyback. If you aren’t comfortable with me I can send one of the kids to find one of the fellas. My brother, Mickey, won’t mind at all.”

“Mama’s real good at kissing ouchies better, mister,” Tony said confidently.

“Wha—I—No—I can walk!” the boy squeaked. He tried to take a step and pitched forward. 

Ortensia caught him, an arm around his waist, her fur standing on end from the suddenness of his fall. He limply rested his head on her arm, leaning against her. His face was warm. Too warm. Did he have a fever?

“Woah! No need to panic there.” She looked down at the children. “Tony,” Ortensia lightly scolded.

“What? It’s true,” the little rabbit said stubbornly.

“Yeah! You kissed my ouchies better the odur day,” Junior added.

“Is he okay?” Frilly asked worriedly. 

“I’m fine,” the boy groaned. He tried to pull away but swayed and fell into her again.

Ortensia sighed and shook her head. She looked down at the young cat. “I may work for peanuts, but I ain’t stupid.”

The kid’s face scrunched up. “Peanuts?” he mumbled.

“Never heard that saying before?” she chuckled and looked to her children. “Sweeties, could you all take his bag and run ahead to let your papa and Uncle Mickey know we have an injured guest? Ask them to send for the doctor,” Ortensia said gently. 

“Okay, Mama!”

“I wanna carry it!”

“No, I gots it!”

“No fair!”

The small group of little bunnies hurried out of the tent.

She shifted and maneuvered the kid behind her and knelt so she could drape him across her back. Standing carefully, she hiked him up and held onto his legs so she had him securely in a piggyback carry. The young cat went completely limp against her back. His stomach growled.

“I heard that,” Ortensia snickered.

“Traitor,” the kid grumbled.

Was he talking to his stomach? Cute! 

“The stomach wants what the stomach wants. Don’t worry about it. Like I said, we’ve got plenty,” she reassured.

Ortensia followed after the children at a slower pace, careful not to jostle her passenger. He gave a low hum that vibrated through her shoulder and mumbled something. The woman’s ears flicked at the sound, but other than ‘angels’ the boy’s words were completely incoherent. 

She passed behind the big top on her way to the longest of the rectangular tents on the far side of the circle. Goofy rushed out of the tent, giving her a nod in greeting, and one of his soft, concerned smiles as he hurried away in the direction of the medical tent. She could hear the bustle and noise from within even at a distance, and the boy stirred at the sound. His head briefly leaving her shoulder before plunking back down. Ortensia pushed her way through the entrance flap and was met with the familiar sight of little bunnies running up and down the aisles between the tables, climbing on the benches, and hanging off of any and all adults that would allow it.

“There’s a fluffy ocean,” the kid hummed, as though he were observing from far away. 

A chorus of high-pitched voices greeted her, and a few of the children trailed after her as she made her way through the dining area to one of the many smaller rooms partitioned off. The room was mostly personal storage with costumes and props for their family’s performances stored in trunks, a small card table with a couple of sturdy little chairs, her rather large pile of Indian pillows, and their spare blankets.

“Move, sweeties. Thank you.” Little bunnies hopped out of the way as Ortensia turned and lowered the kid onto the pile of pillows. “Where are your papa and Uncle Mickey?”

“They’re talking with the impotent man.”

Impotent? Oh, important! The mayor of the local town must have stopped by earlier than expected. Ortensia nodded and hummed in thought.

“Who’s this?” Kandy asked, leaning over the kid.

The young cat blinked up at her. “I’m Bendy. And you’re fuzzy.”

“I’m not fuzzy, silly. I’m Kandy!” the little bunny giggled.

“Not right now, my darlings. Our guest is having a rough morning. We’ll do introductions later.” Ortensia knelt next to Bendy and felt his forehead with the back of her hand. He was much too warm. Then she turned to his ankle and frowned. “Now, is it just your ankle, or does anything else hurt?” 

Bendy shook his head and grimaced. “I’m fine. Just dizzy.”

Dizzy? It was probably his fever, but it would be best to keep him awake until the doctor could confirm he didn’t have a concussion or anything. “Sweeties, get mommy some ice packs please.”

A couple of the little bunnies hurried out of the room. Ortensia moved one of the smaller pillows to elevate the young cat’s foot. It already looked slightly swollen around the ankle. 

The boy sniffed at the air. “Is that bacon?” he asked excitedly, trying to sit up.

Ortensia blinked and let out a snort of laughter and gently pushed him back down onto the pillows. “You like bacon?”

Bendy’s face lit up. “Bacon’s the best!”

“I’ll be sure to get you some then,” Ortensia chuckled, standing up.

“Yay! Bacon,” the kid mumbled happily. He stared across the room and waved limply. “Hello.”

“Hi.” Jonas waved back shyly from under the card table.

“Do you like bacon?” Bendy whispered conspiratorially. 

Jonas giggled. He looked from Ortensia and back to Bendy before nodding.

A little hand tugged on the leg of the cat woman’s billowy pants. She looked down to find Kandy expectantly holding an ice pack up for her. Ortensia bent down to accept it and ran a hand gently along the little girl’s ears. Kandy happily leaned into her hand before Ortensia had to pull away. The woman draped the bag of crushed ice around Bendy’s propped up ankle.

“I’m going to go get you a plate of bacon and some medicine for that fever of yours.” She stood back up to leave.

“Bacon!” Bendy cheered and did a little shimmy in his seat. Then he went limp and stared up at the ceiling with wide eyes. He whispered, “It has a face.”

“What has a face?” Kandy asked, hopping up onto the pillows and plopping down next to the young cat. Her ears encroaching on his field of vision.

Bendy blinked, going crosseyed for a moment looking at the little bunny’s ears before focusing on the ceiling again. “The sky has a face.”

Jonas clamored up the pillows on the older boy’s other side. “The tent?”

Ortensia smiled and slipped out of the room, though their conversation carried down the hall a little ways.

“No. He said the sky,” Kandy insisted.

“But you can’t see the sky from here.” Jonas sounded confused.

“Don’t you see it?” Bendy said. “There are. . . . “

By that point, Ortensia had gotten too far away to clearly make out their conversation. She made her way to the kitchen and gathered up a bowl, a cloth, a bottle of cold medicine, a spoon, a thermometer, a canteen of water, and a plate of bacon. She tucked several of the items under her arms to make them easier to carry before she went to return to the now sickroom. Donald gave her the side-eye for all her bustling about, but he was too busy directing little bunnies filling their breakfast plates to snark at her or ask questions just yet. 

On her way out of the kitchen, Goofy returned and waved her down. 

“Heya, Ortensia! I brought Doc Simmons,” Goofy said. The large lion man stepped into the tent behind him, a black medical bag in his hand. He was in his undershirt, work pants, and boots and his mane was coated in a layer of sawdust.

Ortensia smiled gratefully. “Thank you, Goofy. Hi, Doc. Thank you for coming over on such short notice.”

Simmons chuckled. “The new booth will get put up with or without me. Now, where is the patient?”

***

_“Come, little one. It’s no longer safe for you here.”_

_“Where are we going?”_

_The large figure paused, hidden in shadow. Always hidden in shadow. “You are going away.”_

_“But, what about—”_

_“It is time, my child.” It was another figure, smaller than the one in the shadows. Blurred away in white._

_There was pain. Searing pain._

_“You will be safe as long as the angels do not know.”_

_The small voice cried out, calling for someone. For the shadowy figure. A name that wasn’t there. Was never there. Everything was blindingly white._

Bendy rolled over and grimaced at the throbbing in his ankle. He groaned and opened his eyes. Where was he? He was covered in blankets. And there were pillows. He remembered falling and then there was bacon. 

He sat up. Something damp brushed his arm. He looked down to find a wet cloth. He frowned and pushed back the blankets, scooting to the edge of the pillows. Bendy hissed at the stabbing pain when he put his foot flat on the floor.

“Mornin’, sunshine,” a yawning female voice greeted.

Bendy’s head shot up to see a cat woman in a robe enter the room and walk over to him. She knelt down, her eyes still foggy with sleep. 

“How’re you feeling? Did your fever go down?” She raised a hand toward his face. Toward his head.

Bendy flinched, rolling forward and to the side, spinning so he didn’t lose sight of the woman. His eyes were wide as he waited to see what she would do. She blinked and looked around, still half asleep. 

“What’s wrong, Bendy? Did you see something?” She checked the empty room behind her and frowned before covering a wide yawn with her hand. Then she looked back at him. “Come ‘ere. Lemme see if your fever is gone. Then I can get some breakfast going.”

“I—you—what fever?” the demon asked. “Where am I?”

That seemed to wake her up a bit more. She shifted and sat cross-legged, her tail swishing back and forth slowly. “Where? My home. Or the tent I live in as a home.” Her brow furrowed. “You don’t remember much of yesterday, do you?”

Bendy shook his head. “I fell and I think there was bacon. But I’m not sure about the bacon.” He shifted to remove some weight from his ankle and winced. “Pretty sure about the fall though.”

Worry crossed the cat’s eyes. “Well, there certainly was a tumble. I carried you here to help treat your ankle. You also had a fever.” She took a deep breath. “And there was bacon and bad jokes. The kids love bad jokes right now. Sorry about that.”

“Only bad joke is one that no one laughs at,” the demon huffed and blew his bangs out of his eyes. “That, and rotten eggs.”

She snorted a laugh. “And the kids have been loving you for those jokes, but I was hoping to check you over before they wake up.” Her eyes dropped down to his feet. “And if you keep putting weight on that ankle it won’t heal right. Go. Sit.” She ordered, pointing to the pile of pillows and blankets.

Bendy sheepishly crawled over to the pillows and sat down. Continuing to use his injured foot was something Alice would have gotten on him for too. He could easily picture her scolding face, her lips pursed in a frown and a toe tapping impatiently as she waited for him to finally listen. He kept his gaze on the floor, watching the cat woman out of the corner of his eye. He gripped the pillow under him to try to steady his nerves. “Sorry.”

“All’s forgiven, Bendy. Now, I’m going to check your ankle, okay?” She stared at him expectantly.

He went rigid but nodded stiffly. His tail swishing across the blanket behind him.

The cat’s sternness faded away as she shifted to be in front of him. “Don’t know why you’re so tense now.” Her fingers gently went around his foot and ankle. It throbbed painfully. “That swelling is still pretty bad. We’ll have to get some more ice for it.”

Bendy nodded. “Okay.”

The cat then lifted a hand to his face. This time being slow about it. “I’m just going to check to make sure your fever is gone. I’m not going to hurt ya.”

He focused on her hands and where they were going. They were warm against his face. He almost closed his eyes for a moment. Almost. 

The cat pursed her lips and hummed. “You do feel better. I think the fever’s gone.” Her hand suddenly shifted to the top of his head and she ruffled his hair. 

He froze and had to physically hold himself still to not go flinging himself across the room again. His fur puffed up and his tail stuck straight out as he watched her in wide-eyed horror.

She gazed back at him with a raised brow. Then she drew her hands back, showing them like a frame by her face, and smiled. “See? Not so bad, right?”

The little demon spluttered. He could feel the blood draining from his face. Had she touched his horns at all? He didn’t feel anything, but that didn’t mean she hadn’t. His tail lashed back and forth as his fur puffed up further. 

“Oh!” She tapped where his nose would be with a finger. “And since we didn’t get to it yesterday with how out of it you were, my name is Ortensia and you are our houseguest. I’ll be sure to properly introduce you to everyone you met yesterday, so don’t worry about that.” She drew her hand back and grinned. “So, whaddya want for breakfast?”

If he hadn’t just been told off for putting weight on his ankle, he would have bolted for the door in a heartbeat. This woman was confusing. One minute he was being scolded and now he was being offered food? That didn’t add up with what he’d experienced of the Surface so far. People didn’t get upset and then just turn around and hand him a meal. 

“Breakfast?” Bendy looked at her warily. 

Ortensia smiled. “Yes, breakfast. I don’t make a habit of letting my guests go hungry. Do ya have any requests?”

Bendy shook his head, dumbfounded. 

“Alright then.” Ortensia stood and went to the flap that acted as a door. “I’ll get you some more ice and start on breakfast. Try to keep that foot elevated.”

Nodding was all Bendy could manage as he watched the cat woman leave the room. She was nice. Could he trust that? Could he trust her? 

He looked around the room. In addition to the pile of blankets and pillows, there was a stack of trunks, an upsidedown crate labeled props with a small standing mirror on top, and a table with chairs. He found his knapsack had been placed on the floor by the makeshift bed.

Pulling the canvas bag toward him, he checked the contents. His soft fleece and a hairbrush were still inside. The wool blanket was long gone. And the canteens were there, mostly empty at the moment. Bendy moved them to the side and pulled out a couple of photographs from an inside pocket. The top one was of him and Alice at the start of spring festival. It was of the two of them dancing with one of the bonfires in the background, the angel’s skirt fanning out as he spun her. Her halo almost hidden in the light of the flames. He slid the other out from behind it. It was him with Alice and Jake, sitting on the fountain in the park. 

He could feel the tears welling up. Swiping them away with the back of his hand, he returned the photographs to the bag and set it aside. 

The cat woman returned. She had a mug in one hand and an ice pack in the other. “I got you some cocoa. You look like you need it.” She knelt down and offered him the mug. “Don’t tell the kids I gave you two marshmallows. I don’t need a second marshmallow war.”

Bendy took the mug with a small smile. “Thank you.” He paused to blow on the cocoa and take a sip. “For all of this.”

“You’re welcome, but it’s really no trouble.” Ortensia smile. She tilted her head and shifted to be by his feet. “You can stay as long as you’d like, Bendy.” She gently tied the cool pack around his swollen ankle.

The demon nodded, taking another sip of his cocoa so he wouldn’t have to talk. He curled his tail around himself, the scarred tip flicking off the edge of the pillow pile.

The pattering of little feet announced the arrival of half a dozen little bunnies as they swarmed into the room.

“Oh, that’s another thing. You don’t have to answer any questions if you don’t want to. The kids will ask you anything, so don’t feel pressured to share anything you don’t want to.” Ortensia gave him a smile and winked. 

“Mama!”

“Where’s breakfast?”

“Can Bendy play?”

“What’s he drinking?”

“Steve took my blanket.”

The onslaught of conversation caught Bendy by surprise. He coughed as he suddenly inhaled one of the half-melted marshmallows. 

“Oh no! He’s choking!” One of the kids gasped.

“He’s dying!”

Ortensia leaned over and patted his back.

Bandy shook his head and swallowed the rest of the marshmallow down. Taking a second to breathe before he said, “I’m fine. Don’t kill me off over cocoa.”

Several of the kids gasped.

One turned to the cat. “Mama, can I have some?”

Ortensia sighed. “Well, now the day has begun.” She chuckled. “Don’t try to breathe your drink. You’re not a fish. I’ll have breakfast ready in twenty.” She patted the top of his head, right between his horns with that bright smile before she stood up. “C’mon, whoever wants cocoa. And be nice to Bendy, he’s still not feeling well.” A chorus of ‘okays’ followed her out of the room.

Bendy gave a tense, sheepish smile and tried not to flinch at how close her hand had gotten to his horns. The tip of his tail brushed against the icepack tied to his ankle. He grimaced at the ache that it caused and pulled his tail up so he could massage the scar and warm it back up. 

A fluffy pair of ears leaning over his lap startled him. He looked down at the little bunny. “You don’t want any cocoa?”

The bunny shook their head. “How’d you get that ouchie on your tail?” They were staring at his tail intently. 

“Ah,” Bendy sighed. “The tip of my tail got cut off. But that was a long time ago.”

“It still hurts? Even though it’s an old ouchie? Why didn’t it get better?” The kid frowned and their eyes went wide. “Didn’t your mama kiss it better?”

Bendy chuckled sadly. “Don’t worry. It doesn't hurt anymore. Just aches sometimes.” He took another sip of cocoa. “And I don’t have a mama,” he said quietly after a moment.

The kid gasped. A couple of the others were coming back slowly, with their own cups of hot chocolate. 

“No mama! But everyone should have a mama!” The kid pouted, the tell-tale sheen of tears welling in their eyes. “Who reads you bedtimes stories and chases monsters away from your dreams?”

Oh no. Bendy hadn’t expected tears. He tentatively reached out to pat the little bunny’s head. The bunny reached up and grabbed his hand, wrapping furry little hands around his in a hug, face scrunched up as tears stained their fur. “I-I’ll do instead.”

“What’s wrong?”

“Bendy don’t have a mama!”

There was a collective gasp and, before Bendy knew it, he had a circle of warm bodies around him. The children leaned into him and gave coos of comfort. A couple of them even started listing all the things a mama does. Like singing, hugging, making you take medicine, and giving presents. 

The little demon finished off his mug of cocoa and set it on the floor so he could use both hands to try to soothe crying bunnies.

“I’m okay. Really. I didn’t have a mama, but my friends made sure I was alright. They took me with them during their crazy schemes and taught me to read stories to myself,” Bendy said, a sad smile on his face. He missed them already. 

“Fwiends?” Some heads came up at that.

“What’re they like?”

“What does shemes mean?”

“You can read! Can you read to us?”

Bendy laughed. “Those two are always making puns and pranking people. They both help me all the time. Alice knocked a bucket of water onto someone and drenched him last year, though that was partially an accident. And Jake sometimes buys me sandwiches and will distract people so I can get away.” He absentmindedly stroked one little bunny’s head. “Alice asks me to dance with her at every festival. People make room for us because of how much we spin and twirl.” He closed his eyes and sighed. “It’s the best.”

“You can dance?” All the bunnies gasped. “You hafta show us!”

Bendy opened his eyes and blinked down at the sea of pleading eyes looking up at him. He smiled apologetically. “I can’t dance on a busted ankle. I don’t think your mama would be too happy with me if I tried.”

All of them deflated.

“Oh yeah.”

“No, you shouldn’t.”

“Mama doesn’t hafta know.”

“It’s hurt! He can’t just get up on it!”

“Now who can’t just get up?” Ortensia came in with two large plates. “Are you kids bothering him?”

All of them jumped at the cat’s sudden appearance. “No, Mama!’ they chorused.

She eyed them suspiciously as she walked over and knelt next to Bendy. “Okay, but if he asks to be left alone, ya leave him alone.” 

“Okay,” they agreed easily.

“Here you are, young man. Pancakes, eggs, and sausage. I gave you extra since the protein is so good.” The cat smiled and offered him a plate. “Hopefully that ankle can heal up quick so you can join everyone at the table.”

“I wanna eat here with Bendy.” One kid pouted.

“I’ve seen your messes while eating, and I won’t have these cushions ruined,” Ortensia said sternly. She smiled. “Now you kids go join your Uncle Mickey and papa at the table. I’ll be eating with Bendy today.”

“No fair,” one huffed as they filed out with their cocoa cups.

Bendy waved at the little bunnies as they left before he took the offered plate and stared at the pile of food. He couldn’t remember ever having so much food so early in the day before. 

“Thank you,” he said in awe. 

“Sure thing!” Ortensia pulled her own plate onto her crossed legs and dug into it.

Bendy shoveled eggs into his mouth. They were fluffy and warm. The pancakes were sweet with syrup. The sausages were slightly crisp on the outside. It was wonderful. He hummed contentedly as he chewed.

“Don’t make yourself sick now,” Ortensia chuckled.

Bendy could feel the heat in his face as he forced himself to slow down. 

The cat ate slowly and hummed in content. “So, are you planning to stick around for a bit when that ankle is good? I can make up a bed for you if you want too. You don’t have to stay on my Indian pillows.” She shrugged. “And if you don’t know yet, that’s fine too. Just be sure to tell me if you plan to leave, otherwise, I’ll be looking all over the circus worried out of my mind. Okay?”

Swallowing a bite of pancake, Bendy nodded. “Okay. And the pillows are fine. They remind me of my nest.” He paused for a moment and frowned. “What’s a circus?”

The cat stared at him, sausage raised halfway to her mouth and burst out giggling. “This place, all the tents, the performers, and the animals. This is a circus! Did you come here not knowing what a circus was? Is this your first time?” She set down her mostly empty plate and leaned forward with an excited twinkle in her eyes. “Kid, we gotta give you a show! Stick around and see why people come here for fun!”

Bendy blinked and stared at her with wide eyes. He was at a circus? What kind of show? He didn’t like this uncertainty, but he was kind of curious.

“O-okay,” he said hesitantly. He could always leave if he needed to, after all.

**Notes for the Chapter:**

> *The stage lights come on to reveal the blue ghost.*  
> Thanks for sticking around for another chapter!  
> So, some exciting things! Just an Alley Cat now has a blog on Tumblr! Feel free to send fanart or ask me questions!  
>  <https://www.tumblr.com/blog/just-an-alley-cat/blog/just-an-alley-cat>  
> And check down below for some wonderful Upper! Bendy sketches from OneRogueFalcon! They draw our cute little demon so well!  
> As always, feel free to leave a comment, I love hearing from you all! I hope you have a wonderful existence!  
> *Spector waves until the stage goes dark.*


End file.
